Dark Phoenix Prince

by Phonyyx

Rating: mature
Tags: Romance, Drama, Original Character, King Sombra, Starlight Glimmer, Adventure, Princess Celestia, Main 6, Gore, My Little Pony: Friendship is Magic, Dark, Alternate Universe
Length: 40541

There have been many stories told the ought the history of Equestria, but some have never been told before. This is the first time this story has been told, it is of a half unicorn half phoenix pony who is immortal due to being half phoenix.

History is written by the victory. Usually they make it truthful, but not always. King Sombra had a son. Sombra wasn't always an evil tyrant. He raised and cared for his son. He taught him all he knew. But as such, those who are great will usually fall. Sombra fell. Phonyyx, his son, has traveled Equestria. With enough knowledge and experience to topple and raise empires. Throughout the centuries, Phonyyx became something different from the pony he used to be. Immortality is a curse. Can he change?

Published 2016-04-18 03:00:02 UTC
Last updated 2017-06-19 05:44:00 UTC

The Story of The Crystal Empire

This is the true story of how Princess Celestia and Princess Luna defeated King Sombra. The wind blew harshly as it always did in the frozen northern part of Equestria, but this was an unnatural storm. Created by King Sombra to keep his enemies out of the Crystal Empire. "Are you sure we can trust him, Princess?" asked a member of the royal guard.

"To be completely honest, I do not know," replied Celestia.

"But if he tries to do something or backstabs you, we will not be there to help and will not know if he does backstab you or your sister. I still say that we should send a squad with him instead of you two," stated the armored guard.

"I understand your concern for me and my sister. But I do not think we have much of a choice in the matter captain. If this pony truly knows of how to sneak past King Sombra's defenses, then we have to take that chance," replied Celestia.

"So we have come to an agreement," asked Luna.

"Yes." Celestia walked over to a pony draped in a brown cloak covering his entire body only allowing his forelegs and bottoms of his hind legs to be seen but even those were hidden by the cloak's shadow. He was watching off in the distance. "Phonyyx." the hooded pony looked at the princess as if to acknowledge her "My sister and I have come to an agreement. And we are ready."

"Okay then, follow me," Phonyyx told Celestia and walked over towards the eastern edge of the storm surrounding the Crystal Empire. Celestia and Luna followed him along. He stopped and began to quietly chant. A glow began to appear in his hood, colored not unlike that of King Sombra's magic. Then both Celestia and Luna's bodies glowed with that same color. "There. That will mask you from any detection magic that has been placed or hidden." His hood glowed the dark-purple color again and he began to chant something else. A boulder near them began to shake slightly and a glowing rune appeared on its side and reveals a passageway leading underground.

"What is that?" asked Luna, puzzled at the symbol on the boulder.

"I placed the rune on the boulder to seal the entrance to the passageway and to keep it hidden. The passageways are all sealed with similar runes and all the passages run underneath the Crystal Empire," Phonyyx answered while walking down the steps with Celestia and Luna following him through the entrance. Phonyyx resealed the rune behind them and continued on through the dark and dripping tunnel. The clop of hooves echoed loudly. The only light for the three ponies to see by was the light spell Celestia was casting. They entered a chasm which held multiple stony bridges connecting tunnels, crisscrossing this way and that way, up and below. They were all silent. The silence was subsequently broken by Phonyyx. "Hide," Phonyyx almost whispered to them as he ducked behind a rock on the edge of the stone bridge. Celestia dimmed the light spell and ducked behind a large rock along with Luna. A group of almost a dozen creatures comprised of a thick, black, oily substance walked across one of the bridges.

"What were those things?" asked Luna once the creatures were well beyond earshot.

"Shades. Living shadows created by Sombra, they are what his armies are truly made of," responded Phonyyx. "Now, let's get to the exit."

"Wait."

Phonyyx stopped and looked back at Luna. "How do you know so much about King Sombra, the Crystal Empire, and those creatures. You are hiding something from us."

"Luna!" Celestia stammered angrily, but without raising her voice. "I don't think this is the time at all for arguing with Phonyyx."

"No," Phonyyx said with his head down. "Luna is right. I haven't told either of you anything that you need to know." Phonyyx untied his cloak and it fell to the ground and Luna and Celestia saw an unbelievable sight. Standing right in front of them stood an alicorn.

"You're an alicorn?" the two princesses stated simultaneously with widened eyes.

"No. I am not an alicorn," Phonyyx said looking at them. He had a red coat with both his tail and mane colored black and grey, with blue eyes, and his horn was naturally curved back slightly. And there was a sword sheathed on his back.

"But you have wings and a horn," stated Luna.

"Yes but that doesn't make me an alicorn. I am half unicorn, that's my horn, and half phoenix, that half gives me my wings," Phonyyx stated to the confused mares while putting his cloak back on, this time leaving the hood down, leaving the hilt of his sword and his head exposed in view. "And King Sombra is my father." Celestia and Luna's mouths dropped to the ground.

"But if he's your father, then why are you helping us when that would lead to his downfall?" Celestia asked.

"I'm fully aware of the atrocities that my father has committed. And just because he's my father doesn't mean I should just ignore it. And we don't have the best of relationships anymore. He's changed, twisted. And needs to be stopped. Now let's keep moving." Phonyyx began to walk and the trio eventually emerged, hidden, out of a pillar of the castle right in the middle of the Crystal Empire. "There. King Sombra is up that tower." Phonyyx pointed to another pillar. Phonyyx jumped up and quickly flew over to the entrance and motioned for the two princesses to do the same. The three intruders hastily flew up a stairway and emerged in a room with Sombra on the opposite side of the room, looking out to his crystal slaves. Silently, the three ponies all walked up to Sombra. A red light suddenly appeared beneath both Luna and Celestia. A rune trap! Thought Phonyyx. He dashed towards Luna and Celestia, knocking them out of the rune's range just as it created a crystal cage, imprisoning Phonyyx inside.

"Did you really think I didn't know that you were coming," asked Sombra. He turned around to face the three intruders and summoned dozens of shades. "Now your foolishness shall bring you all your deaths." Luna and Celestia fired spells at the shades, successfully holding off the first few shades, but the shades simply kept spawning. Phonyyx attempted to teleport out of the trap, but it simply teleported him back in and slammed into the walls. Then a thought came to Phonyyx's head. He unsheathed his sword and began to teleport as quickly as he could until finally, he aimed his sword at the wall when he was ported back and smashed through the cage, using the increased momentum from the teleports to force his sword into the wall, destroying it. Sombra then pinned Phonyyx against a wall with his crystals. "You know that offer I gave you is still up for consideration," Sombra told the red pony.

"And I already gave you my answer and I will give to you again. You can fuck off with that damn offer." Stammered Phonyyx through his bloodied mouth.

"Now, is that any way to treat..." Sombra began but Phonyyx teleported out of Sombras crystalline grip. He appeared beside Luna and Celestia with his sword drawn.

"Phonyyx, can you get Luna and me a clear shot at Sombra?" asked a bloodied Celestia. Phonyyx responded by firing a jet of flames from his sword, clearing a path to Sombra. But Phonyyx didn't stop there, he created a series of crystals that pinned Sombra to the floor, immobilizing him. Celestia and Luna then cast a spell, turning Sombra into a shadow and banishing him to the frozen north. But the Crystal Empire disappeared with him. Celestia looked around and asked, "Where did Phonyyx go?" Phonyyx had simply disappeared. Phonyyx looked around. His home, gone. His father, imprisoned. His entire world just fell apart. But he was walking away from the sight of the battle. He was surrounded by cold, harsh winds and kept walking. Never telling Celestia nor Luna about where he went. He didn't even know where he was going. Or for how long he would walk.

There is nowhere for me now.

Lone Wanderer Returns

The nine ponies; Twilight, Pinkie Pie, Applejack, Fluttershy, Rainbowdash, Rarity, Luna, Celestia, and Starlight, and Spike all boarded a train leading from the Crystal Empire to Canterlot. They all were tired after the events of Flurry Heart's Crystalling. They didn't notice the cloaked pony running towards the train after seeing the princesses board it. Unfortunately for the cloaked pony, the train was already taking off when he arrived.

"Fuck," Phonyyx murmured to himself. He looked over to the train stations ticket keeper. "Uhm, sir where is that train going?"

"To Canterlot, but if you wanted to get to Canterlot today I'm afraid you're out of luck. That was the last train heading for Canterlot and the next one won't be here for the next three days," the ticket keeper replied. Phonyyx simply dropped his head and flew off in the direction of Canterlot.

I guess I'm taking the flight path to Canterlot.

"Whoa-how!" Phonyyx exclaimed as he rocketed towards Canterlot. He didn't usually fly with such speed that often, he forgot just how fast he could go. He quickly caught up to and overshot the train and carried on to Canterlot. I'll just wait for them at Canterlot. I'll try and catch up on Equestria's history too while I wait. If only it were that easy. Phonyyx shortly arrived at Canterlot. Surprised at how fast he flew from the Crystal Empire, he teleported into the castle library. Right in front of a group of guards, presumably on patrol. "Hi. Hehe," Phonyyx said as all the guards looked at him. "Would any of you like to help me with researching the history of Equestria?" The only response he got was a volley of spears and magic blasts.

"Get him and alert the rest of the castle of this intruder, NOW!" barked one of the guards, most likely the leader of the patrol. All of the spears and magic blasts missed,

Wow. These guards are really inept. This will be easy.

"Get him!" the leader barked again.

It was nightfall by the time the train arrived at Canterlot. "All of you look tired, I would hate to make all of you have to take another trip back to Ponyville. You all can stay at the castle tonight," Celestia told the rest of the group as they all walked to the castle. When they reached the interior of the castle, they heard voices coming from the library. "Now, what could that be?" Celestia asked herself as the group headed for the source of the commotion. They opened the doors to the library and walked on to see the most intriguing sight. The ten of them have all seen many sights and have been prepared for many different scenarios. But none of them were prepared for the scene in Canterlot Castle's Library. There in the middle of the library, there was a pony flying and levitating thousands of books, spinning them around him, reading them all in a strange way of randomly skipping between multiple books, writing down onto a long, long sheet of paper and murmuring to himself what he read the books, and all the while the entirety of Canterlot Castle's royal guard was chasing after him. The pony didn't even fight the guards. He merely blocked all of their attacks or dogged out of the way when one of them attempted to physically tackle him. All of his attention was on the books. The pony didn't even take notice of the ten new additions to the party.

"So after the Crystal Empire reappeared and was reclaimed by Equestria from King Sombra Twilight Sparkle finished Star Swirl the Bearded's final spell and was ascended to princess-hood. Correct?" Phonyyx asked nopony in particular. One guard paused for a moment, thought about something, and answered.

"Well, yes and a bit after that she had to defeat Lord Tirek and she did so with the help of her friends," the guard pony said while attempting to body slam Phonyyx.

"Thank you, Bruce." Phonyyx easily and carefully, almost as if not wanting to harm anypony, levitated Bruce down after dodging Bruce's attempted attack.

"What is going on here?" a dumfounded Celestia asked in a stern-like voice. All of the guards then noticed the audience they had. Phonyyx, however, was still transfixed on the thousands of books. Twilight grabbed one of the books and looked through it. All of the guards then started to scatter and hide in a scared-the-shit-outa kind of way. Twilight grabbing a book got Phonyyx's attention.

"Hey! Just what do you think you're doing!" Phonyyx yelled at Twilight. He stared her down pissed off.

"What? You mean the book?" Twilight asked completely confused. Phonyyx then took the book back.

"Hurry. Now is our chance!" one of of the guards exclaimed and all of the guards attacked Phonyyx at the same time.

"ENOUGH!!" Phonyyx yelled and cast a wave of magic that caused every pony in Canterlot Castle to be frozen in place by Phonyyx's magic. His stare never wandered from Twilight.

"Phonyyx," Phonyyx looked away to find that Celestia was talking, "Stop this and explain yourself right now!"

"Ohh. Hello princess," Phonyyx said sarcastically, but he did as Celestia said, undoing his spell and gently placing every pony on the ground. "There, now if you don't mind I would like to get back to my work."

"Which is what?"

"Why should I tell any of you?"

"Because you disappeared for over a thousand years and you show up and cause this entire ruckus."

"Okay, you have me there."

"Wait, who are you anyway?" Starlight asked Phonyyx.

"My name is Phonyyx. And no I am not an alicorn. I am half unicorn and half phoenix" - he landed on the floor and let down his hood - "and you are all; Twilight Sparkle the Princess of Friendship and Element of Magic, Rainbowdash Element of Loyalty, Applejack Element of Honesty, Fluttershy Element of Kindness, Rarity Element of Generosity, Pinkie Pie Element of Laughter, Spike savior of the Crystal Empire, Princess Celestia Princess of the Sun, Luna Princess of the Moon," all of the ponies looked at Phonyyx with surprised expressions. "I was researching the history of Equestria before you all arrived here," Phonyyx stated with smug satisfaction. "But I don't know who you are?" pointing to Starlight curiously.

"I'm Starlight Glimmer and there is nothing special about me." Starlight said with nervous giggles. Phonyyx simply raised an eyebrow at her.

"Where have you been all these years?" Celestia asked Phonyyx.

"Well I don't actually remember most of anything at all," Phonyyx responded while hitting his head and wrinkling his face trying to remember his past. It was only now that any of the other ponies noticed Phonyyx's cutie mark. It was a steel sword, with the blade surrounded by dark-purple flames.

"Well, then why did you come here?" Rarity asked Phonyyx. "And I must say. That cloak you are wearing looks dreadful."

"I saw you all boarding a train at the Crystal Empire heading for Canterlot and tried to board the train as well, but I was too slow. And I don't care about how I appear thank you very much." Phonyyx replied. He now had continued to read the books he had. Then Applejack spoke up.

"Wait, we boarded the train and it took us longer to get here than you. How?" she and all the others looked with confused expressions.

"I flew here. Yawn Faster than I thought possible, but that's not important right now." Phonyyx replied while almost falling to the ground out of tiredness.

"What!" Rainbow Dash yelled. "How can you say that being able to outfly a train as not important."

"I just can," Phonyyx replied. Rainbow was starting to want to pummel him into the ground for that comment. She would have done just that if a certain purple dragon hadn't spoken up.

"Look, we can all stand here talking all night or we could go to sleep, get some rest, and clear up things in the morning?" Spike piped up. It appeared that he really did wish to just go to sleep.

"Good idea, Spike. Any pony else like the idea?" Twilight said while petting her number one assistant's sleepy head. Every pony agreed with Spike and Twilight, all except Phonyyx.

"You can do that if you want but I'm gonna stay here reading," Phonyyx stated without looking up from his books. Twilight loved to read, but what Phonyyx was doing was dangerous to his health and every pony saw that. Celestia demanded that Phonyyx get some sleep, but Phonyyx was either too stubborn or too preoccupied to listen. They finally convinced Phonyyx that he needed sleep. He mainly gave up due to exhaustion, but also because Celestia promised to let him eat a meal when they would wake up.

The next morning Twilight woke up early to help cook breakfast. Soon every pony was awake. All except Phonyyx. "I'll go wake him," Starlight volunteered. She trotted over to Phonyyx's room, opened the door, and peeked inside.

Sssnooorrr!

Starlight walked over to the bedside, "Phonyyx," -putting her hoof a mere inch from his shoulder- "It's ti--" Phonyyx was on top of Starlight, steel blade unsheathed mere inches from her neck, and eyes closed. What is he doing? Is he acting on instinct? "Phonyyx, will you please open your eyes?" Starlight nervously and terrified for her life. Phonyyx did and when he finally took in the scene that happened he put up his sword and sat up. He then helped Starlight up.

"I am sorry for doing that Starlight," Phonyyx apologized and sat down ashamed.

"No, it's okay, just why you did you act like that?"

"It's one of the curses of my immortality, I have become such a light sleeper that even that will awaken me. And most of the time I was awakened like that, early in the morning or late night, it isn't for pleasantries."

"Ohh," -she felt sorry for Phonyyx- "well, I came to tell you that breakfast is ready, and let's not tell the others of this little incident. okay?"

"Okay." The two ponies walked off to the dining hall and proceed with breakfast along with the rest of their friends. Phonyyx had to admit, the food was great. They all began to talk. Phonyyx did not participate, willingly. All of the others kept asking him questions and he reluctantly partook in the conversation. After a little talking Phonyyx noticed a tear in his cloak. He frantically brought it closer to his face for closer inspection and saw right in front of him a 3-foot tear in his cloak. He sighed deeply. The others say his discomfort at the tear.

"Why, it's just a silly little tear. And you can buy a new, better, more fashionable cloak now," Rarity spouted optimistically trying to cheer up Phonyyx.

"No, it has to be repaired."

"If it has something to do with money, I can make you a new one for free."

"No, its the cloak itself. I have enchanted and etched some many lost and mysterious runes and spells on this that cannot be replaced. And as a fail-safe for if any pony tried to replicate it. It has to be repaired, without magic or a sewing machine-"

"So hoof stitched?"

"-Yes, and it must be repaired in a way that duplicates the original stitching."

"Well, I might be able to do that. But it will probably take me a few weeks to do it."

"Although I wouldn't suppose you have a place to stay in Ponyville. Do you?" Twilight asked Phonyyx.

"No," Phonyyx replied.

"Twilight," -Twilight looked over to Starlight- "couldn't Phonyyx stay at your castle in Ponyville, I mean there are more than enough rooms?"

"You're right, Starlight," an exuberant Twilight realized.

"Phonyyx, if you need a place to stay at while in Ponyville, you can come stay at the castle." Then the clock rang nine times, nine o'clock.

"Oh man, we have thirty minutes before the train leaves." Rainbowdash realized. All of the ponies thanked Celestia for her hospitality and booked it for the train station. They made it just in time to board the train. On the train ride, Starlight sat near Phonyyx.

"Hey Phonyyx, I was wondering, what did you mean by one of your curses?" Starlight asked him.

"Uh? Oh. I can still die, even with a thousand years of experience and knowledge in ancient magic weapons, and abilities, I can still die," Phonyyx recounted.

"What kind of ancient magic?"

"Well, it wouldn't be anything you would know. It was all lost centuries ago. Spells and magic tomes. But mainly Elemental Magic."

"What is Elemental Magic?"

"Well, it would be hard to explain on its own. I'll try to explain by starting from the beginning. All creatures have magic, even if it doesn't seem obvious. For example, phoenix's have powers dealing with fire Elemental Magic. The multiple types of magic include; fire, ice, earth, water, air, lightning, shadow, light, and the generic magic that all unicorns can do. It is usually impossible for any creature to be able to control more than one type of Elemental Magic. Ponies, however, have access to pretty much every kind of magic. Now keep in mind that none of this includes Friendship Magic, that is in a category all on its own. Each type of element is linked to a certain aura, the boundary force of life itself. Because of my half phoenix side, I can control fire Elemental Magic and my heritage allows me to control shadow Elemental Magic."

"Wait, I thought you said it was impossible for a creature to control more than one type of Elemental Magic. How can you control both Fire and shadow magic?"

"I said it was usually impossible, in fact, it is entirely possible for any pony to be able to control all of the elements. It would just take extreme focus and concentration and a long-ass time." Starlight couldn't help but giggle a bit at that last comment.

"Would it make you one of the most powerful wizards since you can control two of the elements?"

"Not really, to me, the most powerful wizards are not the ones who know millions of all the elemental spells. No the most powerful wizards can do the most with the least the quickest."

Surprise, Welcome To Ponyville Party!

The train halted to a stop in Ponyville train station. The group got off the train before it chugged off again, this time to Manehattan. Rainbow Dash went to start clearing up the clouds, Applejack had to go back to her family farm, Pinkie Pie needed to make some extra delivers for the Cakes, Fluttershy had to go check up on her animal friends, Twilight, Spike, and Starlight showed Phonyyx to Twilight's Castle, and Rarity headed home to start repairing Phonyyx's cloak. Rarity opened the doors to her home and placed the torn cloak on her sewing table.

"Sweetie Belle, I'm home," Rarity called to her little sister. Sweetie Belle came pounding down the stairs to see her big sister.

"Rarity!" Sweetie Belle exclaimed while giving her sister a hug. "How was the Crystalling?"

"Oh, it was magnificent, if a little hectic as well. But the strangest thing happened when my friends and I arrived at Canterlot last night." Rarity recounted the whole fiasco for Sweetie Belle. She examined the cloak more closely and saw just why this bland brown cloak was so important to Phonyyx. It had been sewn with crystalline fabric interlaced in parts of it. Rarity removed a tiny strand of string from the tear and unwounded it. She had never seen anything like it. She didn't even understand how it was possible for the crystalline fabric to be created in the first place. "Oh, this might take longer than expected."

"What is that?"

"Oh it's Phonyyx's cloak it was torn somehow and I promised to repair it for him. The problem is that it cannot be repaired with a sewing machine or any magic spell. It's enchanted to prevent that so no pony could try to duplicate it." Rarity didn't have the magical prowess like Twilight, but even she could sense all the powerful tomes and runes placed on this cloak. Rarity took out a small notebook and started taking notes. Rarity noted the stitching patterns, length of each stitch, the type of stitches, and fabric that she could identify, and experimented with how the two ends of the tear went together. I'll need to ask Phonyyx how the crystalline fabric was created. By the end of her note-taking session, Rarity had five pages worth of notes.

"This will be your room," Twilight told Phonyyx as she opened the doors to one of the castle's many, many guest rooms. It had a bed in the center of the back wall and a window out looking most of Ponyville, with another window out looking the Everfree Forest, there was a drawer next to the bed, a door on the right side, and a comfy reclining chair with a tall lamp next to it.

"Uhm, is that smell the room or me?" Phonyyx sniffed the air and reeled back a bit. Twilight sniffed the air and then sniffed Phonyyx.

"I think that's you," Twilight said while covering her nose.

"I should probably take a shower then."

"Yeah, that might be a good idea."

"Where is the bathroom?" Phonyyx looked at her. Twilight pointed to the door on the right of the room. "Thanks." Phonyyx walked over to the door, opened it, closed it behind him, and turned on the water. Twilight walked off to the library. She was looking for any book on pony half-breeds. All she found was a small reference to pony-dragon half-breeds. Fruitless, Twilight then searched for a book on phoenixes. She found several, but none talked of a creature like Phonyyx, but she did find a reference to something called Elemental Magic. Intrigued, Twilight searched for books on that.

"There you are, Twilight," -Starlight walked into the room- "I was looking for y-. What are you doing?" Starlight pointed to the giant pile of books Twilight had accumulated.

"Oh, I was looking up on what Phonyyx is. If he truly has done all that he claims he would be at least mentioned in something."

"Nope. I wasn't mentioned because I never really told any pony about me. The only reference to me would be small, subtle, and found in the most out-of-place stories or events," Phonyyx retorted as he entered the room. He was completely dry. And wasn't smelling terrible like earlier. Phonyyx took a scan through the books on the shelves and picked out a few, flipped through them, and finally handed them over to Twilight to take a look at certain pages. "There, take a look through those and you may find me referenced somewhere." Twilight looked through the books at the pages Phonyyx mentioned and found he was right. The only few mentions of him or something related to him was obscure and far-fetched, but they were true. Twilight noticed the sword on Phonyyx's back.

"Is that your sword?" Twilight pointed to the weapon sheathed on Phonyyx's back.

"Yeah. My father made it for me, taught me how to care for it, and how to fight with it."

"Who was your father?"

"Sombra."

"WHAT!" Twilight yelled at the revelation. "You are the son of Sombra? As in King Sombra."

"Yep. He was a good father, most of the time," Phonyyx added nonchalantly.

"Do you realize what Sombra did?"

"Yes, and I had to help take him down." Phonyyx is holding something back, he's not telling us everything. There has to be more to it than just that. "Look, I understand what my father did and that it was wrong, but he is still my father. And before you ask, no, I'm not like my father." Twilight didn't exactly trust Phonyyx with this knowledge. But she was the Princess of Friendship, it was her duty to spread, teach, and show the power of friendship to any pony that didn't see it. If she was able to help some pony like Starlight, then she could help Phonyyx see as well, if he was lying and was like his father.

"Okay then. I'll take your word Phonyyx." Twilight looked back down at the book still not trusting Phonyyx. When she looked back up, Phonyyx was gone. "Phonyyx," Twilight called out. "Starlight, did you see where Phonyyx went?"

"No. I didn't realize he was gone." Starlight looked around, trying to see if Phonyyx merely walked off to another part of the library.

"Dreamcatchers, dreamcatchers, get your genuine antique dreamcatchers here," shouted a sales pony. Pinkie Pie ran up to the sales pony giddily. Thats the perfect thing to get Phonyyx for his Surprise, Welcome to Ponyville Party. Pinkie Pie had secretly been gathering supplies to throw this party all day. The only thing left to get was a present for Phonyyx. Pinkie Pie bought not only a dreamcatcher for Phonyyx but also bought one for each of her best friends, and herself. Pinkie Pie made it back to Sugar Cube Corner.

"Hello. I'm back," Pinkie said skipping up the stairs towards her room. "Every pony got their delectable delicacies on time."

"Thank you, Pinkie Pie. It seems that we are getting more and more busy with the foals." Mr. Cake was feeding Poundcake.

"Whatever are those for?" Mrs. Cake noticed the bags that Pinkie was carrying.

"Ohh, that's just a little surprise." The Cakes merely passed glances at each other in confusion. Pinkie was already upstairs and in her room before the cakes could ask another question. "Hello, Gummy." Pinkie hopped by Gummy and planted an affectionate kiss on his nose. Gummy however remained unmoved. Pinkie pulled out some boxes and wrapping paper and she proceeded to box up and wrap all of the dreamcatchers she bought. She bounded off down the stairs and out the door, heading straight for Twilight's Castle. When Pinkie arrived at the castle she saw that all of her best friends were at the castle, she left them all a note asking them to come and not tell Phonyyx about it.

"Eeypee!" Pinkie bolted through the front doors and into the main chamber were her friends sat waiting for her.

"Okay, Pinkie we're all here like you asked us to do. Now, will you tell us what this is all about?" Rainbow Dash asked Pinkie. Pinkie looked around the room and gleefully asked, "Where is Phonyyx?"

"We don't know. But I think he is walking around the castle. do you want us to go get him?" Twilight asked getting up to go fetch Phonyyx.

"No," -Twilight sat back down- "We are all going to throw Phonyyx a Surprise, Welcome to Ponyville Party. I already have all the decorations. Twilight can the party be thrown here?"

"Sure."

"Yes. Now I already have all the decorations, I just need time and help to move and set up the decorations here without Phonyyx realizing what we're doing. So we need to each take turns distracting him from Twilight's Castle while the rest of us prepare for the par-" Phonyyx walked into the room.

"Hey, what are all of you doing?" Phonyyx asked the ponies staring at him.

"Nothing." Twilight-opposite of Phonyyx- nudged Spike and her eyes shot from Spike to Phonyyx and back again.

"Hey, Phonyyx I was wondering if maybe we could go take a walk-" Spike made a jogging motion "- and you could tell me something you know about dragons." It was as blatantly forced as possible. Somehow Phonyyx was none the wiser and agreed to Spikes plan. The two of them walked out of the castle.

"Okay then, let's get started."

"So what do you want to know about dragons?" Phonyyx asked Spike.

"Well, first of all, were dragons always greedy and violent?" Spike looked up at Phonyyx.

"No, dragons had an empire that spanned all of Equestria, they were the rulers of the lands. But that was long ago. Before I was born. The Dragon Empire collapsed after the only legitimate offspring of the final Dragon Emperor disappeared, leaving only his brash, cocky, macho illegitimate offspring to rule in his place. The new emperor set laws and moved most of the empire's capital to fund its military. He pissed off a lot the empires allies. They deserted him. He set up a law that still persists in dragon culture to this day; the dragon that holds the bloodstone scepter is the Dragon Lord, and a dragon earns the bloodstone scepter by retrieving it through the Gauntlet of Fire, which is designed differently each time by the current Dragon Lord." -Phonyyx and Spike arrived at a lake- "Unfortunately when all of these factors were added together, it created chaos. The empire fell. The only remains are the Gauntlet of Fire quest and the mentality of the strongest, most physically able, and dominating dragon is the perfect dragon which all others must aspire to be." -Phonyyx skipped a rock across the lake- "That mentality is the most bullshit of all the things created by the dragon culture since its fall from grace. And its only getting worse."

"Ohh." Spike looked down disappointed.

"But, there is still hope." Phonyyx stopped walking and took in the scenery. He and Spike were at a farm. "Where are we?"

"Oh, this. This is Sweet Apple Acres, Applejacks farm."

"Howdy y'all, hey Spike." Applejack walked up to Spike and Phonyyx. "Hey, Spike Twilight wanted to talk to you. She's at her castle. But hey, Phonyyx I could use some help bucking some apple trees. I'll even pay you for the work." Phonyyx was going to not help Applejack, hey not his fault, then not his problem. But then the prospect of some bits did interest him. He didn't have any money after all, at least not here.

"Okay." Phonyyx and Applejack trotted off towards the apple fields. Applejack pointed a section of the orchid that needs to be bucked. Phonyyx walked over to the closet trees of the patch. Turned around. And kicked that tree as hard as he could. Apples didn't fall. Instead hi entire body fell as a wave of excruciating pain flowed from the ends of his rear-legs to the rest of his body. Phonyyx howled in pain and he swore that ponies all the way in Canterlot could hear his cries of pain.

"What happened?" Applejack ran over to Phonyyx and looked at his rearranges. They were swollen, throwing, and black. "Oh, that doesn't look good. Look, I'm going to go get Twilight and the doctor. Can you stay here, should I go get my big brother to help you, or is it too serious to wait for medical help?"

"No." -Applejack looked perplexed by this- "Applejack, listen carefully. I need you to turn me so that my forelegs can touch the ends of my rear-legs and I can see my rear-legs myself. Can you do that?" Phonyyx asked through gritted teeth.

"Okay," Applejack said confused, but she did as Phonyyx asked, not knowing if Phonyyx had something to do. Once Applejack had orientated Phonyyx like he asked her to do a strange light surrounded both his horn and his swollen legs. Applejack knew that magic could do almost anything, but this is something not even Twilight could accomplish. Healing his own legs without causing any more pain to himself. In about a minute Phonyyx's legs were no longer swollen, throbbing, or black. Phonyyx wobbled himself back to his feet and steadied himself against the tree that he tried to buck earlier. "Are you sure that yer gonna be okay?"

"Yeah. Now back to the matter at hoof. How the fuck do you buck these damn trees?" Phonyyx glared at the tree as if it was the source of the problem.

"Look-" Applejack walked up to the tree and did exactly as Phonyyx did, only slightly further away "-it's all about how you position the kick. Too far away and you'll miss, too close and, well you found out the hard way. And you have to give it the most powerful kick you can." Applejack proceeded to demonstrate what she meant by all that. One kick later and there were apples all around them. "Now it's yer turn."

"Okay." Phonyyx walked up to a tree and put his rear hooves up against the tree and walked out as far as he could without letting his hooves fall. Once Phonyyx had reached this point he kicked. Not with all his might; for fear of repeating history from five minutes ago. The tree buckled and apples fell.

"There ya go," Applejack said as Phonyyx walked up to another tree to repeat the process. One kick later more apples appeared on the ground. "Now yer getting the hang of it." Applejack continued on with her apple bucking as did Phonyyx. The two ponies quickly and easily bucked all of the trees in that patch of the orchard. Phonyyx was resting when he saw a big red pony towing a cart of uprooted trees trunks. One of the wheels broke and the logs started to fall down the hill, straight towards a small yellow filly with a big red bow In her mane. A billion thoughts raced through Phonyyx's head in an instant. They mostly consisted of Not my fault, not my problem. She is going to die if I don't do something. Then in the same instant that Phonyyx made those first few thoughts, he made his decision. Phonyyx ran towards the filly and dashed forward, engulfing himself in flames as he did so, a little trick he liked to call a flame dash. When he stopped Phonyyx was right in front of the filly and drew his sword, he cut the rolling logs in half.

"Applebloom! You're alright!" The big red pony said as he came to a sudden stop in front of the filly.

"Yeah, I'm alright thanks to this pony here, Big Mac." Apple Bloom looked at Phonyyx. "Thanks, um. Whats your name?"

"My name is Phonyyx," Phonyyx answered Appleblooms question. It was about this time that Rarity walked into Sweet Apple Acres.

"Ah. There you are, Phonyyx." Rarity walked up to him. "I need to ask you a few questions regarding your cloak. If you come with me it might be easier."

"Are you two gonna be okay?" Phonyyx looked at Applebloom and Big Mac. They said they were. "Okay, Rarity lead the way." Rarity and Phonyyx walked of to Carousel Boutique. Once they got there Rarity began her "interrogation".

"Well, first of all. What is this, how was it made, and how did you get it?" Rarity held up a string of crystalline fabric from Phonyyx's cloak.

"That's a crystalline fabric that's been intertwined with the fabric of the cloak. I got it a long time ago back in the Crystal Empire, although I don't remember how it was made, I think you can buy the stuff from a shop in the Crystal Empire. Anyway that stuff is what allows my cloak to be enchanted." This was the first set of many, many questions Rarity shot at Phonyyx. Rarity wanted to know all about the cloak, how it was stitched, why he warned her not to use a magic spell to repair it, and how the fabric was torn. The truth was that Phonyyx knew the answer to how the cloak was torn but decided to not tell Rarity. For he kept a promise that indirectly included the tear. The interrogation lasted almost an entire hour. During that time, Phonyyx didn't just answer Rarity's questions, also he met Sweetie Belle and helped Rarity with a problem she had been having with a new line of her clothing. Phonyyx showed Rarity a trick with sewing together clothing that made it visually appealing and wouldn't limit mobility. And suddenly there was Pinkie Pie.

"Phonyyx, there you now let go bake a cake." was all that Phonyyx heard before Pinkie grabbed him and before Phonyyx knew what was happening he was in Sugar Cube Corner. Rarity was simply baffled with her mouth open wide, trying to understand what just happened. "So what flavor of cake icing is your favorite? Is it vanilla, chocolate, strawberry, Neapolitan?" Pinkie pulled out bags of each cake icing she listed off.

"Whoa, whoa. Pinkie, what is all of this for?" Phonyyx pointed a hoof at the bags of icing on the table.

"Oh, I need your help with making a cake and I want to make the perfect icing for it." Oh boy. This is going to take awhile.

"Personal preference is vanilla."

"Okay then!" Pinkie put away all of the icing bags except vanilla, which she put in a fridge. She got out a cake batter mixer and started to mix together cake mix, singing to herself as she did so. Pinkie asked Phonyyx to get certain ingredients that she listed off. "This might take a while." Pinkie closed the oven door with the cake in it. Removed her oven mitts and looked over at Phonyyx. "Fluttershy said she wanted to talk to you at her cottage. She said something about needing your help with something. Follow me, I can show you the way." Pinkie leaped over the counter in one bound, Phonyyx had been eating a sandwich. It was the only thing he had eaten since breakfast. Phonyyx looked over at the clock on the wall, which read one o'clock.

Fluttershy's cottage was placed far on the outskirts of Ponyville.

"Fluttershy, we're here," Pinkie yelled as she and Phonyyx walked through the door.

"I'm outside," Flutter shy responded. Oh, why do I have to distract Phonyyx. I'll break, he'll find out about the party.

"Hi." -Fluttershy looked up and saw Phonyyx- "Pinkie said you needed some help with something?" Phonyyx looked around and. "Hey, where did Pinkie go?" Oh no. He's going to learn about the party!

"Phonyyx, could you help me with this?" Fluttershy walked over to a pile of broken wooden planks. "It was a henhouse, but it was destroyed."

"Done."

"What?" Phonyyx's horn glowed and so did the pile of planks. The planks then rearranged themselves and reformed the henhouse That was too quick, I need to stall him longer. Fluttershy leaned down next to a couple of chickens. "I need all of you to scatter, run just stay safe and stay away from Twilight's Castle. You need to distract Phonyyx, can you do that?" The chickens clucked back at Fluttershy and scattered out into Ponyville.

"There, all fixed. Now is there any-. Where did the chickens go?"

"Huh, oh no. They must have scattered into Ponyville. We need to catch them." Fluttershy ran off towards Ponyville as did Phonyyx.

Something is going on here. Phonyyx spent the next two-three hours running down and rounding up all of Fluttershy's chickens. Once that was done, Rainbow Dash crashed through Fluttershy's cottage. She stopped mere inches from Phonyyx's sword. Which he instinctively drew when he heard the crash sound.

"Whoa!" Rainbow Dash fly back away from the deadly oversized knife that nearly killed her. Phonyyx, once seeing that it was Rainbow Dash and not a dangerous threat, sheathed his sword and sighed. "Hey!-" Phonyyx looked at Rainbow Dash "- Aren't you going to say sorry?"

"No." Phonyyx walked out of the cottage. "You came barging in without warning."

"Ohh, yeah. Well, if you can't beat me in a race then you have to apologize." Rainbow Dash smirked at Phonyyx. "From here to the Castle of the Two Sisters. You know where that is, right?"

"The big run-down castle in the middle of the Everfree Forest. But that's too easy, you lead and I'll still beat you." The two ponies flew off towards the Everfree Forest. Rainbow Dash held the lead for the longest time. Then Phonyyx kicked it up to eleven. He jetted forward with a burst of speed. Rainbow Dash made a sharp left, flying towards Ghastly Gorge. This is my territory. There is no way for him to be able to make it through here. Only problem, not only was Phonyyx keeping up with Rainbow Dash, he also overtook her at one point. Rainbow dash then exited Ghastly Gorge followed closely behind by Phonyyx. He overtook Rainbow Dash and was going to win if Rainbow Dash hadn't performed a sonic rainboom. She quickly passed Phonyyx and landed at the castle.

"I won."

"I'm sorry."

"What?"

"That was the agreement. If you won the race, I would have to apologize to you."

"That wasn't important, I just wanted to race you." Okay. There is definitely something going on. Phonyyx was going to ask Rainbow about it if Twilight hadn't flown in at that point.

"Rainbow, Pinkie needs your help with some boxes," Twilight said.

"Okay.-" She looked at Phonyyx "-smell ya later." Then Rainbow was gone.

"Twilight, what is going on here?"

"Hm, nothing except for you helping me with identifying some spells and tomes here in the Castle of The Two Sisters." Twilight used her magic and carried Phonyyx into the ruined castle library. The two of them spent a good part of the next three-four hours identifying ancient tomes and relics. Phonyyx had only been able to identify a few of them but he swore that almost all of them sounded and looked familiar. There wasn't any clock for the time nearby so Phonyyx could only estimate what time it was. He looked outside and saw that the sun had set and the moon was coming up. His stomach rumbled and he realized that he hadn't had anything to eat since that sandwich at Sugar Cube Corner and he was starving.

"Twilight, Phonyyx where are you two?" Phonyyx heard some pony talking off in the distance.

"Twilight-" Phonyyx looked over at the princess "-did you hear something?"

"No, I think you might be hearing things." There, Phonyyx heard that voice again.

"We're in here, Starlight," Phonyyx shouted out to the distant unicorn.

"Okay." Yep definitely Starlight's voice. Starlight walked into the castle shortly after. "Twilight, Spike had a letter from Princess Celestia."

"Thanks, I probably shouldn't keep the princess waiting." Twilight flew off to her castle. Starlight looked back at Phonyyx, who was staring at her. Starlight felt uneasy.

"So, um." Starlight looked up at the ceiling.

"What do you want me to do?" Phonyyx asked her in a monotonous voice.

"What? Why do you think I wanted you to do something for me?"

"Because every time some pony talked to me, they wanted me to help them. Or they wanted me to do something for them. And they knew exactly where to find me at. The only reason that I could come up with for why this is happening would be extreme coincidence, or it was all planned. Planned to keep me away from something or some pony. So what is being planned?" Phonyyx crossed his forelegs across one another.

"Nothing. Look I think you're getting tired. Let's head back to Twilight's Castle?" Starlight gave Phonyyx a little grin. Phonyyx was going to press on about what was going on. But something told him to say yes. He wasn't sure what. It might've been that fact that Starlight was right. He was getting tired and hungry.

"Okay." Phonyyx put up the books he was looking at and walked with Starlight out of the castle. But Phonyyx wasn't about to allow the question of what was going on stay unanswered. "So, now what is going on here." Phonyyx hovered over the ground slightly.

"I already told you, nothing." Starlight looked up at Phonyyx.

Snap.

Phonyyx whipped his head around to the direction of the sound. "What is i-." Phonyyx put his hoof up to Starlights mouth.

"Sshh." Then six sets of lime green eyes appeared in the shadows of the forest. "Timber wolves." One timber wolf jumped and tried to bite Phonyyx, but was immediately killed. Phonyyx had drawn his sword and impaled the timber wolf through its chest. Another timber wolf roared at Phonyyx, but he simple decapitated it through its mouth. The rest of them attacked all at once. Three of them surrounded Phonyyx, attacking left and right. Phonyyx impaled one with crystals he summoned. The second one chomped down on Phonyyx's right shoulder, but it burst into flames. The fifth wolf jumped at Phonyyx, jaw opened and ready to crunch down. Phonyyx engulfed himself in flames and disappeared into the ground, reappearing a second later, jumping into the air right beside the wolf and roundhouse kicked the timber wolf into oblivion. Starlight was speechless. Timberwolves were dangerous and feared and Phonyyx just took on five of them and there wasn't a scratch on him, even though one bit him on the shoulder. Wait, weren't there six timber wolves? Then Starlight bellowed. While she was watching Phonyyx fighting the timberwolves, the alpha timber wolf snuck up behind her and chomped down her back. Starlight's blood ran down her sides and the timber wolf chomped down harder and harder. Phonyyx shot a magic blast at the alpha wolf, but it jumped into the air, dodging Phonyyx's attack. The wolf ran straight towards Phonyyx. Phonyyx tensed up in his hind legs and stood his ground. Then when the wolf was close enough, Phonyyx grabbed the wolf's upper and lower jaws, forcing them up and down respectively. The force sent to the wolf's jaw caused both the upper and lower jaw to rip off of its body. "Starlight!" Phonyyx ran over to the wounded unicorn, a pool of blood had already grown beneath her. Phonyyx looked at Starlights eyes. She was crying. For Starlight the pain was unbearable. Phonyyx wrapped a wing around the Starlight's back and shut his eyes. A yellow-orange mist or wisp wrapped itself along Phonyyx's wings and washed down onto Starlight's back. Starlight looked over at Phonyyx and saw he was profusely sweating. Once Phonyyx lifted his wing, Starlight looked back and couldn't believe her eyes. The wounds were gone, not even a scar left.

"Thank you." Starlight could hardly speak, she was still sobbing hard. Phonyyx ran over to a river and levitated a ball of water and doused Starlight with, washing away the blood. Phonyyx put his wing on her back again and almost instantly, Starlight could feel the water leaving her. Phonyyx was on fire! Literally. "Phonyyx! You're on FIRE!" Starlight was freaking out.

"No, I can do this to myself." The fire dispersed and Phonyyx wasn't scorched at all. "Are you okay?"

"Yeah." Phonyyx helped Starlight back to her feet.

"Now, let's get to Twilight's Castle before anything else happens."

"Okay. Whoa!" Phonyyx had grabbed Starlight and was lifting her into the sky with him. It took a total of two minutes for Phonyyx and Starlight to reach Twilight's Castle. Phonyyx gently placed Starlight down and yawned. "Let's go inside." Starlight was already at the front doors. There is definitely something going on here. The two of them walked into the castle and.

"SUPRISE!" shouted nearly every pony in Ponyville.

"Welcome to Ponyville, this is your surprise party. Were you surprised?" Pinkie Pie leaped over to Phonyyx.

"So this is what was going on." Phonyyx was shocked and a little embarrassed at the number of ponies here.

"You knew?"

"Well, no. But I had a sneaking suspicion that something wasn't normal."

"Well, come on. You don't want to ditch on your own party would you?" Starlight asked as she walked into the crowd of ponies. Phonyyx followed her to Twilight and company. The music started to play.

Some legends are told

Some turn to dust or to gold

But you will remember me

Remember me, for centuries

Just one mistake

Is all it will take

We'll go down in history

Remember me for centuries

Hey, hey, hey

Remember me for centuries

Mummified my teenage dreams

No, it's nothing wrong with me

The kids are all wrong, the story's all off

Heavy metal broke my heart

Come on, come on, and let me in

Bruises on your thighs like my fingerprints

And this is supposed to match

The darkness that you felt

I never meant for you to fix yourself

Some legends are told

Some turn to dust or to gold

But you will remember me

Remember me, for centuries

Just one mistake

Is all it will take

We'll go down in history

Remember me for centuries

Hey, hey, hey

Remember me for centuries

And I can't stop until the whole world knows my name

Cause I was only born inside my dreams

Until you die for me, as long as there's a light, my shadow's over you

Cause I am the opposite of amnesia

And you're a cherry blossom

You're about to bloom

You look so pretty, but you're gone so soon

Some legends are told

Some turn to dust or to gold

But you will remember me

Remember me, for centuries

Just one mistake

Is all it will take

We'll go down in history

Remember me for centuries

Hey, hey, hey

Remember me for centuries

We've been here forever

And here's the frozen proof

I could scream forever

We are the poisoned youth

Some legends are told

Some turn to dust or to gold

But you will remember me

Remember me, for centuries

Just one mistake

Is all it will take

We'll go down in history

Remember me for centuries

Hey, hey, hey

Remember me for centuries

Phonyyx felt the irony of the song choice was too delicious remember me, for centuries. Ha, he was never remembered and he didn't mind it.

"Hey, sugarcube." Applejack walked up to Phonyyx with a mug of something. "I heard you saved my little sister today, and for that I thank you." Applejack tipped her hat to Phonyyx. "Anyway, here you might need something to make it through the night."

"Bring it on. I'm pretty sure that I can make it through this night with having to resort to drinking." Phonyyx gave a wicked grin.

"Suit yourself. But if you change yer mind. Come find me." And with that, Applejack bounded off.

"Hey, Twilight." Starlight walked up to Twilight.

"Hey, Starlight. You must've done a good job distracting Phonyyx. We had plenty of time to place the finishing touches on the party." Twilight looked overjoyed at the 'good job' Starlight did.

"Yeah, about that."Starlight retold for Twilight the encounter that she and Phonyyx had on their way back through the Everfree Forest.

"Wow, Starlight. I didn't mean for you to get hurt in there. I'm so sorry." Twilight was heartbroken. In her quest for a new friend, she risked her friends. The party went on for quite a while. It didn't take long for Phonyyx to go back on the bet he made with Applejack. Fortunately, Phonyyx had a high alcohol tolerance. After the party was over and all of the ponies left. Pinkie and the others showed Phonyyx into the main chamber. There in the center of the crystal table, was the cake Pinkie baked earlier with Phonyyx. And there were presents surrounding the cake. The cake was delicious. After that Pinkie insisted that Phonyyx open her present first. Phonyyx, confused, did so and pulled out a dreamcatcher.

'I got one each of us, so we can always remember this meeting," Pinkie said while holding up more dreamcatchers and giving one to each pony. Applejack walked up and headed Phonyyx a bag of bits.

"What, I can take this. I didn't earn it." Phonyyx tried to give Applejack the bag back.

"Na, you earn'd it alright. You bucked all those apple trees, remember." Twilight gave Phonyyx a journal to record stuff since he couldn't remember stuff from long ago. Rarity got him a tuxedo.

"For formal events, my dear," Rarity explained. Rainbow Dash got him a bag. Phonyyx actually never had a bag. There never really was much for him to have to carry around. He learned early in his time after the Crystal Empire to only carry the essentials and other less-than-essential non-essentials, i.e. what could keep him alive and what could make him a profit. Fluttershy got him a rock that glows and hums. She probably didn't realize it when she got it, but that was a Mana Crystal, it could generate magic. Spike gave him a dark-purple crystal. A shadow crystal, Phonyyx couldn't remember what it could do. And finally, Starlight gave him a leather book.

"It's an ancient tome, I found it a long time ago, as far as I can tell, it allows you to move magic from one body, or source to another, a holder." Starlight handed him the tome. The First Law of Magicodynamics.

"Thanks, all of you," Phonyyx said as he received the last gift. The group split up and every pony went to bed. Phonyyx put up the dreamcatcher above the head of his bed. Got into bed and drifted asleep. A black oily substance leaked out of the dreamcatcher. It formed itself in the air above Phonyyx and passed into him. Snore.

Author's Note

I want to thank my good friend [url=Hyper_Flash]https://www.fimfiction.net/user/Hyper_Flash for helping me and being my co-writer on some parts. And a big thanks to my friends at school who proofread this story.

Student Again

For about a week Phonyyx had been gathering things. He honestly didn't want to stay in one place for long. As soon as Rarity is done repairing my cloak, I'll be leaving. For Phonyyx this was all he ever did. He never stayed in one place for long. The thing was, he never really had friends or any reason to stay somewhere. Plus, he needed to continue to travel Equestria, learn new magic, new fighting skills, and more enchantments for his sword and cloak. This was all because he knew his father would return. He always did.

"Phonyyx, can you come here please?" Twilight's call for Phonyyx broke him out of his thought trance.

"Sure." Phonyyx got up and walked down to the main chamber. When he got down there he found Twilight with too many piles of papers to count. "Princess duties?"

"Nope, the notes I have taken while studying you" Phonyyx was embarrassed. He never thought he could be this interesting. He blushed a little. "I was wondering if you could teach some Elemental Magic spells." Twilight looked at him with a 'please' smile.

"Are you sure? I mean Elemental Magic is incredibly difficult to master, let alone learn the basics of."

"I think I can handle a little magic."

"Okay then. Follow me." Phonyyx walked out onto the field beside Twilight's Castle. "Now first, what do you see?"

"Um, I see a field." Twilight looked at Phonyyx like he was crazy.

"Ehn. Wrong. The correct answer is a pool of magic." Now Twilight was beginning to have doubts about asking Phonyyx to teach her. Maybe I should have asked Celestia instead. "Look closely." Phonyyx waved a hoof through the air and Twilight saw something, a very light shimmer in the air. Phonyyx noticed the change in her body language. "You saw it. This is a magic well. Although only temporary. I placed it here as soon as I walked out here. Now draw the magic from it. Imagine, no. Feel the magic being pulled from the well and into your body." Twilight did as Phonyyx said and she did feel some sort of wave wash over her. "Now we move again." Phonyyx walked over to the river behind the castle and told Twilight to stand in it. The water was about a foot deep. "Now, you are going to stand in this water and not move. Don't try to trick me; I'll know if you moved." Phonyyx walked out of the water and towards Ponywille.

"Wait. What does standing in water have to do with anything?" Twilight moved. Phonyyx stopped and shot daggers of glares at Twilight. She quickly returned to the water. He is definitely insane. Now that that was over with, Phonyyx went back to the castle for some breakfast. Starlight was already up and fixing pancakes.

"I smell pancakes."

"Well, you are right." Starlight handed Phonyyx a plate of freshly baked pancakes. Phonyyx sniffed them, feeling the warmth flow onto his face. "Where's Twilight?"

"Outside, standing in the river."

"Why?"

"Cause I told her too."

"Why?"

"Okay if this conversation is going to go anywhere, you're gonna have to quit repeating yourself," Phonyyx said sarcastically. "Alright, she wanted to learn how to perform Elemental Magic, so I'm teaching her."

"How does standing in water have anything to do with learning how to perform Elemental Magic?"

"You'll see. Or not. It all depends on if Twilight can stay committed." Phonyyx took a sip from a glass of orange juice.

"This is stupid," Twilight yelled.

"She is most likely not going to be able to do it. She doesn't seem to be able to hold herself committed to such a task."

Twilight held that position until lunch. At which Phonyyx walked up to her with a sandwich.

"Here, you still need to eat." Phonyyx gave Twilight the sandwich. "And you still need to hold that position." Phonyyx headed back to the castle library. Once inside Phonyyx picked some books and started to read some enchants off of them. A rune appeared beneath his feet. Phonyyx took a step out of the runs and placed his sword I the center of it. He read off more enchantments. Magic flowed from the circles in the runes into his sword, etching in another pattern into the blade. Once the rune disappeared, Phonyyx picked up the sword and performed the same action he did to fire a magic blast from his sword, only charging up the blast and released it in a wave instead of a straight line. The wave disintegrated quickly. Phonyyx didn't want to blast a hole in Twilight's Castle after all.

"This is what Twilight told me to tell you." Starlight walked into the library. "This is retarded."

"Haha." Phonyyx walked out and looked out at Twilight.

"How is she supposed to learn how to perform Elemental Magic by standing in the water?"

"It's about knowing. Every spell we cast have both good and evil consequences. In order to fully and truly understand, you must first know the good and evil that comes with that action. For you can never truly change anything, instead you change everything. To light a candle is to cast a shadow. Twilight must learn of the good that comes with the river and what evil comes with it. Then she must realize the good and evil that will come with changing the world to change that river. You cannot tell her this. She has never experienced anything other than Equestrian magic, so she must learn of this the hard way. On her own."

Phonyyx spent the rest of the day reading books and tomes with Starlight. "This one allows you to create a tornado of fire. It's the perfect way to tell others, 'you're fucked'." It was about seven o'clock now. "Twilight's done for today. I'm not going to leave her out in freezing cold water overnight. A dead princess isn't exactly a good thing." Twilight was still in the water. She may actually have the commitment needed to learn. "Alright, Twilight you can get out of the water."

"Finally!" Twilight exclaimed. "You're insane."

"Yes. I know." Twilight met up with her friends at Sugar Cube Corner.

"There ya are Twilight. Where have ya been?" Applejack asked Twilight.

"I asked Phonyyx if he could teach me some Elemental Magic, the magic he can do. But it turns out that Phonyyx is insane. He had me stand in the freezing cold water all day without moving. It did nothing."

"Oh, my." Fluttershy took a sip of a smoothie. "Maybe there's something there that you can't see?"

"That could be it." The six friends finished their smoothies and went their separate ways. It was getting late. Twilight got back to the castle and found Phonyyx already asleep. "Starlight, how was your day?" Twilight looked over to Starlight.

"Ohh, it was good. I'm assuming you want me to tell you why Phonyyx is having you stand in the water?" Starlight looked down at her feet and sighed.

"How did you know that?"

"Phonyyx told me you were going to ask. He said if you didn't get it by days end, then you try to research it or ask other ponies about it. He also explained to me what it is supposed to teach, and to not tell you it."

"Why?" Twilight looked up to the heavens. Its as if Phonyyx is just messing with me.

"He said the truth was something you needed to find out on your own." Twilight attempted to persuade Starlight into at least giving her a hint. But Starlight stood firm. "He trusted me enough to tell me something as important as this and I won't break that trust. I wish I could tell you. But I can't." Eventually, Twilight gave up and went to bed. Maybe it will be different tomorrow. It wasn't. Phonyyx was waiting for Twilight when she woke up. Twilight ate some breakfast. Phonyyx didn't say a word. But Twilight knew what he wanted. Twilight sighed and went back to the river. She put one hoof into the water and froze. The water was freezing cold, colder than yesterday.

"Do I have to do this?" Twilight gave a puppy dog face at Phonyyx. But he simply nodded. Twilight got back to the spot she stood at yesterday. Still not understanding why Phonyyx was having her does this. Phonyyx walked away. Come on Sparkle. You're smart, figure out what he wants you to do. Twilight thought and thought. Is it something about the river? She looked back at the waterfall that created the river and followed it downstream. Once downstream she saw that the river was dammed up. A family of beavers had built a dam and caused the river to flood slightly there. Twilight was confused. This river ran through Sweet Apple Acres. If this dam was blocking the water, then how was the river at the farm still so big. Twilight noticed all the fish in the flooded part of the river. Most of them didn't belong in a lake. If the river was greater in force, the fish could return to the major river, But the beavers would lose their home, and if the river died then the beavers would lose their home and the fish would die. Twilight walked back to her spot. I wish it wasn't so fucking cold! It was about lunchtime when Phonyyx walked up with some food for Twilight. He handed the sandwich and apple to Twilight, but she had enough. "Why? Why are making me stand in this fucking freezing cold water? The water is rough and it splashes over me, making it harder to stand."-

"Twili-" Phonyyx was looking at Twilight with a smug grin.

-"And this is stupid. I'm beginning to think that you're just pulling my leg. Ripping it off and dragging me into freezing water!"

"Twilight."

"WHAT!"

"Look down at your hooves."

"Why; do you want to disappear into thin air when I look-" Twilight glanced down at her hooves "- away. What?" Twilight looked down at her and the water was moving around her. It was parting around her legs and her entire body. "How?"

"You wanted the water to stop washing over your hooves, so it did. It wasn't a spell, that's Elemental Magic. Now, what was different between today and yesterday when you wanted the water to stop?"

"I knew what would happen if the river grew and what would happen if the river died."

"Yes, you know what good and evil would come with changing the nature of this river. That is the secret to Elemental Magic. you must know what good and evil will come with every action you make. You can get out of the water now." Twilight walked out of the water.

"How can I learn to control it?"

"By learning the good and evils that come with every action. This will allow you to learn to manipulate the elements already present. Once you learn enough of this, domino effect, you will be able to create these elements willingly by command. But first, you must eat lunch." Twilight and Phonyyx had lunch. Twilight asked Phonyyx how he learned to control Elemental Magic. "Well. It's easier for me to learn and control because of my heritage. My phoenix half allows me to create and control fire, while the magic put into my by Sombra, my pony half, allows me to create and control shadows. The difference between how I learn and how you learn is that I can already manipulate the elements. But I still have yet to master the other elements. When I create a fire, I first need to know what is fire. What good does it bring? What harm can it do? And what is the nature of fire."

"And what are the answers to those questions?"

"Fire-" Phonyyx lifted up a hoof and a flame sprouted from it "-It can light your path, it can keep you warm during a harsh blizzard. It can ward off predators and other threats. And can even destroy your enemies. But it can also harm your allies. Destroy everything around you, and if you're not careful, it can kill you. The easiest way to understand the nature of an element is to know what is associated with it. For fire it's wild. That's where the term wildfire comes from. Water is adaptability. Pour water into a cup, it takes the shape of the cup. Air is free. If there is a crack or hole anywhere, air will pass through it. You can't keep air out. Earth is bravery. You would have to be brave to create earthquakes with every step you take. Lightning is unpredictable. You can never tell when or where a lightning strike will hit. Ice has serenity. He must stay calm and collected to control it, usually very stoic, the cold shoulder. Shadow is dark, unfeeling. The reason I don't use it that often is that it can overtake you, it can poison and blind you. Light is compassionate. Light is used to heal and smite. Celestia is a master of Light Elemental Magic.'

"Really? She never told me."

"Well, she doesn't actually tell any pony."

"Okay, so don't tell her?"

"Right. Now, how much do you know about ancient magic?"

"Only what you have said and what is written in my books."

"This is gonna take longer than I thought then. Also, Rainbow. I know you're there. You can quit trying to sneak up on me with that cloud."

"What? How did you know?" Rainbow appeared from behind a small storm cloud.

"The clouds don't move on their own. Twilight if you can search a bit more on Elemental Magic, you'll probably understand how it works better than my attempt at explaining it. So you do that, I've got something to do." Phonyyx got up and walked out to a mountain.

"So is he insane?"

"Turns out, he's not insane, just different at teaching." Twilight walked into the castle and started looking for Elemental Magic books.

It was midnight by the time Phonyyx got back to the castle. He had been collecting ores and other metals. He planned on smelting them down and making weapons out of them. He walked into the castle and put the ores in his room, looked over and saw that Starlights room light was still on. Phonyyx walked over to tell Starlight that she needed to go to bed, but she was not in there. Odd. Phonyyx casted a spell. The room was covered in a golden aura with a golden rune appearing before him with an hourglass in the center turning counterclockwise. Golden sand appeared from the rune and outlined everything. Then it started to go back in time. The sandy arms on the clock turned back. Phonyyx wasn't going back in time, he was looking at the past of the room. The sand formed Starlight and there Phonyyx stopped the spell, holding it in place. Phonyyx casted the spell on the sand outline of Starlight, then started the spell forward, seeing what happened after Starlight let the room. He followed the outline through Ponyville. He wasn't sure about where Starlight was. The outline went into a bookstore and came back out later with a book. The outline headed towards a twenty-four-hour bar and didn't come back out. Starlight must be in there. Phonyyx walked into the bar and scanned the room. Starlight was in a corner booth, with her head down and a pile of water around her. Phonyyx walked other and slide into the seat opposite her. She wasn't drinking water. Phonyyx swore he heard faint, muffled sobbing.

"Starlight. Are you okay?" She didn't say anything. She levitated a book to Phonyyx. Then Phonyyx opened the book to the page it was last opened to. There, in the book was a description of an old tale. Except it was true. It was about Phonyyx.

An Old Mares Tale

Phonyyx flipped back to the beginning of the tale and began to read.

I was horrified at the sight that laid ahead. An army of three hundred warriors, all clad in armor. My knees wobbled. But my friend (or Lone, as he liked to be called) told me that this was going to be fun. He was clad in only a brown cloak that obscured his entire face from my gaze. But I could tell, he was laughing. I couldn't believe my ears when I heard that sinister, maniacal laughter pour out from his voice. He was going to enjoy this. I looked behind us to our army of about three dozen ponies.

"We are going to die!" I heard one of the ponies say. I could hear the fear in his voice.

"Not today." I looked back to Lone, the source of the voice. He had unsheathed his sword, it was about as long as my foreleg, double-sided blade with a crystal in the center of its cross guard. There were runes etched into the blade. Lone muttered something in an archaic language and a rune appeared in the air in front of him. A blast of fire emerged from the rune, spreading forward towards the army and scorched the front lines. Burning them alive. "CHARGE!" Lone yelled as he took to the skies and dive-bombed the army. Our army soon followed into the fray. Lone torpedoed to the ground, stopping mere centimeters from the icy snow terrain, and unfurled his wings, spouting fire from the tips of them, flying towards them with a grin on his face. Then Lone stopped and engaged in melee combat. He swung left and right. Bodies piled up around him, with him on top. When his enemies removed the cloak from him, they were petrified at the sight of him: silver colt with blood-shot eyes and no cutie mark. Lone turned over to the warrior that removed his cloak and kicked him square in the chest, knocking him into the spears of his allies. Lone then dashed into the army and sliced through his enemies splattering blood all over his body and face. A series icicles tore from the ground and impaled every pony around Lone. Blood ran down the icicles and their guts fell and hung in the air. Their foul stench already filling the air around them. Lone flew back to my side. He and I put our backs together an impenetrable defense. I threw my spear at the commander, with Lone placing a rune directly in the path my spear traveled, catching it on fire. The spear flew true, impaling the commander in the face. Then Lone sent another wave of fire towards the remaining enemies, scorching them. Their horrid screams filled the lands as the rest of the enemy army burned alive. I looked over to see that Lone no longer had a silver coat. His coat was now a vibrant blood-red. Lone walked over to his cloak and retrieved it. Blood seeped from the thousands of battle wounds he recently acquired.

"We survived. We won!" one of the ponies on our army shouted in triumph.

"No. I survived. You won't." Lone then dashed into each of my allies and murdered them all. Lone looked at me. He slowly stalked over to me, swishing his sword gleefully as he did. I grabbed a spear and pointed it at Lone just in time. He dashed at me and right into the spear, killing himself. His body turned to ash. I looked all around me.

"This wasn't a battle, this was a massacre."

Phonyyx closed the book, looked up and saw Starlight's tear-filled eyes.

"Why?" was all Starlight could say. This is what Phonyyx was afraid of. Them finding a story of himself. One of his massacres. Why does it hurt so much to see Starlight like this? "You were just a foal."

"Starlight, there is no explanation or excuse that I can give for what I did,-" Phonyyx looked to his right and out the window "-but I did it because I could. Not because I wanted to, no. Because I could."

"But what made you think of doing it?" Starlight was still sobbing. Her mug of cider empty.

"When I was younger, before I learned I was immortal, I believed that I would be killed because of the powerful magic I could control. I felt as if I could take on the entire world. So I did. I started and ended wars. I fought in wars to keep them going. All I wanted to do was fight. With all that power, I could beat any pony. That battle changed it all. I died. It was then and there that I learned I was immortal. But when I die, I don't know how long it will take to be reborn. The first time took a year. In that year, I learned the hard truth. There is no heaven or hell, there is only The Plane. There you experience all the pain you wrought upon others. Worse still, I relived the final five minutes of my life. When I murdered my friends in cold blood. I also re-evaluated my life and the choices I made. Once I was reborn I vowed to never fall to the insanity inside me. I had to fight the urge to continually kill everything. The urge became greater once I realized I was immortal. I still have to fight that urge every single day of my life." Phonyyx shut his eyes and bent his head down. Sobbing as he felt all that he had inflicted on others. Phonyyx felt two hooves wrap around him. He looked back and saw Starlight hugging him.

"I'm shorrie." Great. Now my speech is slurred.

"There is nothing for you to be sorry about. I'm accountable for everything I do. Not you." Starlight simply moved closer to Phonyyx, burying her face in his coat.

"Can wi gou back to Twilzighs's Kasiile?"

"Sure." Phonyyx stepped down from the corner booth and levitated Starlight onto his back. Making sure to leave a few bits too. He had way too many encounters with angry bartenders he forgot to pay. "Now don't fall off." Phonyyx walked outside and unfurled his wings to fly.

"No friing. Pleaze." Phonyyx furled his wings back up. "Brrr." Starlight shivered uncontrollably. Phonyyx lifted her up, untied his cloak; he had been wearing a temporary cloak while waiting for Rarity to finish repairing his torn cloak, he merely wore this cloak for aesthetic purposes; put it on Starlight, and laid her back down onto his back. Starlight felt Phonyyx's warm body up against her underbelly. The two reached Twilight's Castle and Phonyyx, too tired to do anything more, put Starlight in his bed and got in the bed with her. He was too tired to think of anything other than sleep.

Phonyyx woke up the next morning and was surprised to find himself and Starlight in bed together. Frantically he thought back through the previous night. He remembered laying Starlight in his bed and plopping down beside her. But didn't remember being so close to her when he did so. During the night, Starlight and Phonyyx had snuggled closer to one another until finally ending up in each other's hooves. Phonyyx got out of bed and walked to his shower. He stopped looked back at Starlight. He had to admit, she looked really cute asleep in his cloak. Then Phonyyx went to a different shower. He cleaned himself off and stepped out of the shower, flamed up, drying himself. Then walked to the kitchen to start making breakfast. Twilight walked in then and started talking about what she found in her books. But Phonyyx wasn't really listening, he was still thinking about the previous night. Did me and Starlight actually? Na. Could we? Starlight woke up and stood up and realized that she was in Phonyyx's bed. She put a hoof up to her chin and felt something. Starlight looked down and saw she was wearing Phonyyx's cloak. What happened last night? Starlight walked out of the room and saw Twilight talking to Phonyyx. Twilight looked over and saw Starlight wearing Phonyyx's cloak. Twilight then noticed that Starlight came out of Phonyyx's room. She shot glances between both Starlight and Phonyyx.

"Do I even want to know what happened?" Twilight looked at Phonyyx and then at Starlight. Starlight blushed a little. Twilight shook her head and walked back into the library.

"Cough,"

"Ohh, Starlight, I didn't see you there. Want some breakfast?" Phonyyx looked back at Starlight. She levitated his cloak and put it back on him. "Ohh, thanks." Phonyyx looked down at his cloak. He handed Starlight some pancakes.

"Uhm, Phonyyx, what happened last night?"

"Uh, I don't know. All I remember was bringing you back here and going to sleep." Phonyyx had finished eating, walked into his room, came back out with a bag filled with the ores and metals that he had collected yesterday. was heading towards a staircase.

"Um, where are you going?"

"Down to the forge and armory."

"Wait. There is a forge and armory here?"

"Yep, downstairs. I'll be down there if you or any pony needs me." Phonyyx walked down the stairs and started up the furnace. Phonyyx started smelting the ores he collected, making sure to add the limestone later.

Twilight was walking out of her room, after trying to wrap her head around what she saw, when she saw Starlight.

"Starlight, there you are." Twilight ran up to her student.

"Oh, hey Twilight, what is it?"

"Well, the others and I were going to go and hang out over at Sugar Cube Corner. Wanna come?"

"Sure." Twilight and Starlight headed over to Sugar Cube Corner. Phonyyx was tempering the metals when he realized it was lunchtime. Phonyyx set the metals to temper and went out to eat. He went and got a sandwich from a food stand in Ponyville. When he passed a jewelry store, an idea struck him like a freight train. He raced back to the mountain he was at yesterday and going back through the tunnels he used to retrieve the ores and metals, he collected some gold and returned to Twilights Castle, being careful not to run into Starlight on his way. Phonyyx went down to the forge and went to work. This metal would need to be smelted with precision. He removed the other metals and cooled them, and took them into the library, picked up some books and read off enchantments from them. The runes etched patterns into the blades and armor. Phonyyx walked to his room and put the products into the closet wardrobe. For later. Phonyyx walked out of his room and realized that he hadn't paid attention to what Twilight was telling him earlier. Realizing this, Phonyyx ran to find Twilight and Starlight walking back into the castle.

"Twilight, there you are. I was about to go look for you. What did you find on Elemental Magic?"

"I told you that already."

"Oh, I don't remember."

"When you were making breakfast?"

"I must've blacked out then."

"Okay then." Twilight explained to Phonyyx what she had found on Elemental Magic and Starlight went to bed. The clock dinged nine times. "I think its time for me to go to bed."

"Yeah, I th- Yawn -ink you're right." Tired and slightly sleep-deprived, Phonyyx went to his room, laid his sword up against the wall, and went to bed. When he woke up, he smelled waffles. He picked up his sword and walked out to find Twilight cooking. "Are those waffles I smell, or is my nose playing tricks on me."

"Nope. There are waffles here. Courtesy of yours truly." The waffles were slightly burned but still smelled delicious.

"Morning. Yawn." Starlight rubbed the sleep out of her eyes. Starlight had to bite her lips when she saw Phonyyx.

"What is it? Is it something on my face?" Phonyyx strained his eyes in an attempt to see the imaginary mess on his face.

"No. It's just that your mane looks like a rats nest." Starlight let out a small giggle. Phonyyx attempted to brush down his mane but failed. Starlight walked up with a brush and combed down his mane.

"Well if you two lovebirds are done. Breakfast is ready." Twilight turned around with three plates of waffles. Handing one to each of them.

"Thanks," then Phonyyx thought to himself for a second and said, "Wait, what do you mean by lovebirds?" When Phonyyx looked up, both Twilight and Starlight where gone. Phonyyx walked into the main chamber and saw Twilight and Starlight eating and joined them.

Wake up.

"What?"

"Hm," Starlight and Twilight looked up at Phonyyx.

"Did either of you hear something?" Phonyyx was rubbing the inside of his ears.

"No. Are you okay?" Starlight asked Phonyyx.

"Yeah, I'm sure." Starlight had finished eating.

"I'm going to be in the library if you need me." Starlight looked back at Phonyyx with a smile. Phonyyx couldn't help but smile back.

"Well. I have to go to Canterlot. Celestia wanted to talk to me about something." Twilight got up and put the plates in the sink and was off to Canterlot. So it'll be just me and Starlight.

Phonyyx got up and walked to the library.

Starlight was lying on the couch.

With a book in front of her.

Phonyyx unsheathed his sword.

Wait, what am I doing?

He stalked closer and closer to Starlight.

Clop

His hoof steps echoed.

Clop

He tried to warn Starlight, but couldn't speak.

Clop

Yes, yes. Do it!

His heart beat faster.

Who are you?

A drop of sweat trickled down his face.

I'm you.

No.

Then why are you allowing this to happen.

I'm not!

Wake Up!

Kill Her! You know you want to!

All of the voices were screaming in his head altogether.

They were all hushed and ringed in his ears at once.

Phonyyx didn't know which voice was his own.

He was just behind Starlight.

He raised his sword and...

"Aaahhh!" Starlight's screams echoed through the castle. Her head fell down and rolled along the floor. Blood dripped on the couch, the floor. The blood was everywhere. On Phonyyx, and his sword. Starlight's screams had long since stopped, but they stilled ringed through Phonyyx's ears. His maniacal laughter filled the castle. Echoing everywhere. His eyes were blood-red.

Yes.

No!

WAKE UP!

The voices were all his.

Night Mare

Phonyyx's eyes shot opened. It was still night. Sigh Then Phonyyx glanced around him. He was floating. There were black, oily tendrils holding him in the air, seeping from the dreamcatcher above his bed. A creature, in his shape and comprised of the black substance, floated around him. Phonyyx levitated his sword to his side. The creature spun around to catch Phonyyx red-hoofed. Phonyyx swung his sword and nothing. His sword just passed right through the creature. The creature shot towards Phonyyx. The only thought that Phonyyx had was, defend. He raised up his hooves and Bang. There, separating the creature from Phonyyx, was a shield made of shadows. Phonyyx swung his sword again: this time, out of instinct, rather than logic. But this time, his sword was surrounded by wisps of dark-purple magic, and cut right through the creature. Thud! He fell back onto his bed. Phonyyx spun out of bed and looked up to see another creature emerging from the dreamcatcher. That's where it's coming from. Phonyyx took his sword and forced it through the dreamcatcher, cutting it in half. He gasped for breath. If that thing came from the dreamcatcher, does that mean? Oh, no! He ran out of the room and burst into the first door he saw. Nothing. He ran to the next door and repeated. Still nothing. One the third door, he found Twilight just like he was. Floating in the air with another thing stalking around her. Phonyyx ran and jumped to attack the creature, but missed. I need to wake Twilight up.

"Twilight!" Phonyyx's yells were of no use. He tried to wake her by shaking her. He grabbed the edge of her bed and felt the creature pulling his legs. He felt as if he would be torn apart. "Aaahhh!"

Phonyyx opened his eyes and saw he was floating in an ethereal place. "If I find that this is a dream within a dream, I'm going to go insane. More insane than I already am." Phonyyx looked down and almost screamed. His hooves were made of a black, archaic smoke. He spun around to find his entire body was like his hooves. In place of his eyes were blue wisps. He looked around and saw somepony in the distance. He flew over to them and found that as the closer he got to them, the more realistic the world around him became. He recognized Ponyville and the sun in the sky. He realized that the pony was Twilight.

"Twilight, there you are. Moon Dancer is having a little get-together at the west castle courtyard. Wanna come?" Phonyyx stopped flying to see three unicorns talking to Twilight and... Where are Twilight's wings?

"Twilight, where are your wings, what is this place, and who are these ponies?" Phonyyx fired a flurry of questions at Twilight, but she didn't respond.

"I wish I could've gone but Equestria needed me," Twilight's voice said.

"Huh?" Phonyyx looked around to see a faint, transparent Twilight also watching the ponies. "Twilight." Phonyyx went over to Twilight. She looked at him and screamed

"What are you? How do you know who I am?" Twilight was terrified.

"Twilight, it's me. Phonyyx."

"Phonyyx? What happened?"

"That's not important right now. You need to wake up. Wake up."

"Okay" Twilight closed her eyes and Phonyyx opened his. He was beside Twilight's bed. He looked back and the creature had his body. Phonyyx was still the shadow wisp creature.

"Hey. That's mine." Phonyyx punched the creature. But his hoof was wrapped around by the same shadow magic as was the shield earlier and three claw blades extended from it, slicing the creature in half. He ran to his "body" and found himself in his body again.

"Uhh," Twilight raised her head and saw the creature and the tendrils leading to the dreamcatcher.

"Twilight, run." Twilight jumped out of bed and ran out of the room as if her flank was on fire.

"Wait, Spike." Phonyyx turned to see Twilight pointing to Spike asleep in the other room, in the same situation as Phonyyx and Twilight.

"Right." Phonyyx ran over to Spike, split into the shadow creature, and entered Spike's mind.

"So, Twilight, you are really just looking after Spike out of pity?" Rarity asked Twilight.

"Well, yeah." Twilight and Rarity didn't see Spike spying on what the two mares were saying. Spike's eyes watered as he ran back into his room and shut the door behind him. Phonyyx, as the shadow wisp, watched with interest. Odd, these creatures make the host see something different each time, or different sight depending on the host. Phonyyx walked over to Spike and put a hoof on his back. Spike looked at Phonyyx and had the same reaction as Twilight, terror.

"What are you?" Spike jumped back.

"It's me Phonyyx. Look, Spike. Twilight doesn't care for you out of pity. She truly does care about you. If Twilight only cared for you out of pity, then she wouldn't do all the things she does for you. She follows you, if you get hurt, she heals you. Now, I may not know exactly what the relationship between you and Twilight is. But I can certainly say that it is one of sibling love. I don't have any siblings, but that I can see."

"Really?" Phonyyx nodded.

"Now wake up." The next thing Phonyyx knew, he was in an infirmary, in Canterlot. His body was on the other side of the room. He flew over to it and re-entered his body and saw Twilight and Spike looking at him with gasps of disbelief. "What happened?" Phonyyx's head hurt.

"You passed out as soon as Spike woke up. So I teleported all of us here to Canterlot." Twilight walked over and placed a hoof on the bed Phonyyx was in. "When we got here, that shadow creature came out of Spike and passed out next to your body. I'm assuming that was you?"

"Yeah. But how long have I been out?"

"It's morning." Celestia walked into the infirmary. "I hope you are not the cause of what's happened to Ponyyville." Celestia looked at Phonyyx with a scowl.

"What's happened to Ponyville?"

"Take a look for yourself." Celestia opened one of the blinds. Phonyyx looked to where Ponyville usually was. But he saw in its place a large shadowy cloud.

"Why do you think I was the one responsible for that?" Phonyyx gritted his teeth at the princess.

"The reason is your part Umbricion!" Celestia was a few feet from Phonyyx, towering over him.

"I'm part, what now?"

"Umbricion. Ancient shadow creatures that would show ponies their worst fears. And feed off of them." Luna walked into the room with a book.

"Finally, a pony who will listen to me." Phonyyx praised the heavens above.

"Oh no, I'm on my sister's side." Luna also gave Phonyyx an angry scowl.

"Great. Now half of the princesses are against me. sigh." Phonyyx got up and... "Aaahhh."

"Phonyyx, stop. When you went into Spikes mind, your body was attacked by the Umbricions. You're badly hurt." Twilight ran over to Phonyyx's side to try and have him sit down, but it was to no avail.

"No, I can heal myself."

"Not so,-" Phonyyx looked back to Celestia "-the wounds created by the Umbricions cannot be healed by magic. It must naturally heal."

"I don't care. I've lived through far worse than a few cuts and bruises." Phonyyx limped over to the window and looked out to Ponyville. His horn glowed and his two forms separated. Now as an Umbricion, Phonyyx flew out to Ponyville. His body remained motionless, looking out to the shadow clouds.

"What is he doing?" Twilight looked over to Celestia and Luna. "Aren't we going to help him?"

"No. There is nothing we can do. We cannot fight the Umbricions." Celestia tried to reassure Twilight.

"But this book might be of some use." Luna gave the book to Twilight. She cracked the book open and started to read.

Phonyyx was flying towards Ponyville. He shot through the clouds, expecting to be slowed down by them, but wasn't. Huh? Phonyyx flew towards Applejack's farm. He landed outside the house and ran to Applejack's room, and jumped into her mind.

"Ma, Pa, how will I know if I've been a good sis?" Phonyyx looked and saw a filly-Applejack, talking to her parents. He then saw an older Applejack, floating over them.

"I have been a terrible sister. I can't believe I ever thought I could be a good sis." Applejack buried her face in her hooves.

"Yes, yes. You've been a terrible influence on Applebloom. You've never helped her with her cutie mark and didn't see the signs of bullying," a sinister voice called out to Applejack. A dark figure appeared behind Applejack. Phonyyx tried to attack the figure, but he didn't have his sword, and none of his spells worked. If I can't kill it directly, then I'll just have to deprive it of its food.

"Applejack, come over here." Phonyyx knew by now that he needed to wake the pony up. "You have been a great role model for your sister. She was able to get over the bullying and find her cutie mark on her own."

"Arrgh." The creature went to grab Applejack, But Phonyyx stepped between it and her.

"You've taught her how to deal with things like that in life. If you were a bad role model, then Applebloom wouldn't have been able to end the bullying or find her cutie mark."

"No. You haven't."

"Yes, I have. I've been a great role model for Applebloom." The creature created and ran through a portal leading to another pony's nightmare. Phonyyx ran after it, ending up in Rainbow Dash's mind.

"You were unable to stop winter. Tank left and you couldn't stop him." Now the creature was trying to influence Rainbow Dash.

"Hey, Rainbow. Would a great, fearless pony like you let a big idiot like that boss you around or tell you what to believe?" Phonyyx pointed to Rainbow and then to the creature, who faced Phonyyx. "You can not stop the seasons from changing, and you cant stop things like Tank leaving. But if you fall to him, your just letting him win. Now if you learn to adapt and move on then you don't need to stop winter. You'll know that it will end and Tank will return."

"You are becoming a pest. Stop now or you will die."

"I can't die. And I'm stubborn." Phonyyx followed it to Fluttershy's mind.

"Look, you stayed aggressive and every pony loves you for that. Don't you want every-pony to be happy?"

"I should have stayed aggressive. That would have been best." Fluttershy was staring into a view of a possible future.

"Fluttershy, you need to be assertive. Don't let any-pony bully you around. But you are not to bully others." Phonyyx was trying to get Fluttershy to listen to him, but she just ignored him. Like she couldn't even hear him.

"She won't be freed like the other." The creature jumped onto Phonyyx and bit down on where his neck was. Only it wasn't there. Phonyyx had flown out of the creature's grasp when it leaned its head back. Phonyyx put a hoof around Fluttershy's back.

"Fluttershy, this isn't your reality or future." Fluttershy looked at him in disbelief. "I can prove it to you." Phonyyx waved a hoof and the possible future of her being aggressive was replaced by a memory from her world. In it Fluttershy, realized that she wasn't being assertive, she was being aggressive. Then it was replaced with Fluttershy being assertive to a minotaur. "This is yours. Your friends love you for being you, not any pony else. That's what makes you Fluttershy. This-" Phonyyx pointed to her world, then to the creature "-not that."

"Your right. My friends love me for who I am. And I love being myself." Fluttershy realized this and, when she looked around, Phonyyx and the creature were gone.

"You cannot save them all."

"I will!" Phonyyx tackled the creature to the ground. Then he ran to Pinkie Pie, panting as he ran. She was looking at a view of her past. It was about when she thought her friends were avoiding her.

"They really were avoiding me." Pinkie's hair went from puffed up to straight down.

"Pinkie, your friends weren't avoiding you. They were planning a surprise party for you." Phonyyx walked next to Pinkie, but she snapped at him.

"Ohh, yeah! And how do you know that? Have you been spying and stalking us for our entire lives?" Pinkie walked threateningly close to Phonyyx.

"No. When I entered your mind, I know and feel the memories you're experiencing." Phonyyx created a memory view of Pinkie's friends throwing the surprise party for her. "See."

"Ohh, yeah." Pinkie looked into the new memory. Phonyyx chased after the creature to the next ponies nightmare. There were dresses everywhere, all of them the same design. This must be Rarity's mind.

"My generosity has ruined me," Phonyyx heard a distinct voice yell out. Yep. Definitely Rarity's. Phonyyx ran over to Rarity, who was in full drama mode. "My friend have all taken my generous nature for granted."

"Yes,-" the creature looked over a Phonyyx "- and now they have sent some pony to continue and take advantage of you. And remember, no pony likes any of your dresses except for your Princess Dress, and it must be perfect."

"You. You have come to take advantage of my generosity." Rarity accused Phonyyx.

"No. Look, Rarity, I would never take advantage of a pony's generous spirit. And neither would your friends." Phonyyx walked towards Rarity, and the creature attempting to persuade her. "Look, Rarity, you don't need to make perfect dresses. Nothing can be perfection, but your dresses are pretty damn close to it. You don't need to make the same dress over and over again. If every pony has a Princess Dress, then no pony will own one." Rarity shook her head and looked around her at the thousands of identical dresses.

"Oh, my, Celestia. What have I done? I would never make so many of the same dress."

"Rarity, wake up," Phonyyx yelled back at her as he followed the creature to the next nightmare. Only the creature turned around and bit Phonyyx right in his chest. Phonyyx felt like his soul was being torn from his body. He opened his eyes and saw that the creature was in Starlight's mind. The next thing Phonyyx knew, he was back in his body in Canterlot. "Aaahhh." Phonyyx limped down and saw that Twilight and Spike were helping him to his feet. He looked back and saw that Luna and Celestia were gone.

"What happened?" Spike asked while supporting Phonyyx back to his hooves.

"I saw a shadowy creature that was in the shape of a pony. It could traverse between the minds of ponies under the spell created by the dreamcatchers. I tried to chase it down, but every time I woke a pony up from the nightmares it created, it moved onto another pony. And I couldn't fight it."

"That's the Akkrion, it controls the Umbricions. He is also how we can end the nightmares." Twilight pulled out the book Luna gave her and showed Phonyyx a page in it. "If we can corner him into a single pony's mind, then you can get into that pony's mind, he will have nowhere to go, but where he came from."

"So, how do we corner him into a mind?" Phonyyx flipped through the book, looking for an answer to their dilemma.

"By waking every pony up one, by one. Luckily there's a spell that can wake them up from the nightmares. But I have no idea how to read it."

"Let me see it."

"Here." Phonyyx read the spell to himself.

When the faults of others are what we hear,

And the pony's suspects them of fear,

As the ponies put their bodies to lay,

Let them force the fears away,

Left behind in the Umbricions quake,

To let the ponies wake.

"There-" Phonyyx handed Twilight the translation of the spell "- teach this to the royal guards. We need them to cast the spell as well. The two of us can't cast it on every pony in Ponyville fast enough. I can't teach them it, they will not listen to me."

"But I can't lead an army."

"You don't have to. Just teach them the spell and tell them to cast it on every pony in Ponyville that they find. But they can't cast it on the pony that will corner Akkrion in. If they do, he will just return to his birthplace, and I won't be able to follow him."

"Who was the last pony you saw Akkrion was in?"

"Starlight. I'll deal with Akkrion in her mind. It will be easiest since I know where she is and we can easily make sure the spell isn't cast on her."

"Alright, let's do this." Spike puffed out his chest and charged towards the royal guards.

"Drama king much," Phonyyx commented as he and Twilight went to teach the royal guards how to perform the spell.

"I don't like the idea of my guards lives being placed in your hooves," Celestia snorted to Phonyyx.

"Well, you can dislike it all you want. That still will not change the facts." Phonyyx was getting tired of the constant bickering between him and Celestia. It had taken him and Twilight nearly all day to convince Celestia and Luna to allow Phonyx and Twilight to teach the guards the spell and to actually teach them the spell. Phonyyx looked towards the guards at attention. "Now, do all of you understand the spell Twilight taught you?" The guards mumbled to themselves. "Sigh, I guess that'll have to do."

Phonyyx, Twilight, and the guards were teleported to Ponyville by an annoyed Celestia. All the guards spread out in different directions. Phonyyx and Twilight, however, ran to Twilight's Castle. Phonyyx ran up to Starlight's room, split, and jumped into Starlight's mind. He was getting better at splitting himself. Phonyyx saw so many things in his many lifetimes, but nothing quite like what awaited him on the other side of Starlight's mind. In it all ponies wore the same mane style, had the same cutie mark; a dark-grey equal mark, and a creepy smile. Starlight was standing on a rock, out looking all the ponies, smiling a sinister-like grin. "Starlight, Starlight." Starlight either wasn't listening or couldn't hear him.

"She's gone. Now you either have to sacrifice catching me or saving her."

"I will catch you, no matter what." Phonyyx charged at Akkrion, but he jumped from Starlight's mind to another pony's mind, closing the portal before Phonyyx could pass through it. Phonyyx turned his attention back to Starlight. I need to work quickly, once Akkrion realizes what's going on, he will return here to try and seal me out. Phonyyx flew up to Starlight and placed a hoof on her. "Starlight?" Starlight looked at Phonyyx before looking back to the endless number of identical marching ponies. Phonyyx searched through Starlight's memories and thoughts, in an attempt to find out what this nightmare was. He finally found it. A memory of Starlight removing the cutie marks of ponies, replacing them with the equal marks.

"He said this will be my future." Starlight was still transfixed on the ponies.

"Starlight, this may be your future or it may not. You decide on your destiny. You are the controller of your own fate." Phonyyx looked at Starlight, and she looked back at him. Phonyyx then showed Starlight her choices. He showed her the memories of choosing the path of friendship. "These are your choices, you made them. The future that Twilight showed you could have been a reality, but you choose to prevent it."

"But what if this truly is my future, and I can't change it?"

"Then you do nothing." Akkrion entered Starlights mind. "You really thought that old spell would stop me." Phonyyx looked to Starlight.

"If this is your future, then we can face it together." Phonyyx pulled Starlight into a hug. Phonyyx felt the warmth of her coat as the two embraced. Phonyyx closed his eyes as Akkrion pounced towards the two ponies, bracing himself for Akkrions attack, only it didn't come. He opened his eyes and saw a portal behind him, leading to a dark room. Phonyyx looked back at Starlight.

"Go get that thing." Starlight smiled to Phonyyx as he ran through the portal. Phonyyx found himself in a basement of sorts.

"So this is the pony that caused our whole plan to unravel. End him," an anonymous voice ordered. Then Phonyyx felt a weight on his chest, turning him on his back and a sharp claw grazing against his neck. He felt his cold, oily, blood trickling out of his neck. I wish I had my body right about now.

Back at Twilight's Castle, Starlight had awoken from the spell and found Twilight, Spike, and Phonyyx looking at her. Only, Phonyyx's irises were completely white.

"Um, why are all of you looking at me like that?" Starlight's eyes jumped from one point to another to focus on in the room.

"Where is Phonyyx?" Twilight asked worriedly.

"Isn't that him right there?" Starlight pointed to Phonyyx.

"No, that's just his body. We don't know where Phonyyx is right now." Then Phonyyx's body bolted for the window above Starlight and took off towards a house in Ponyville. "Where is his body going?" Starlight jumped out of bed.

"Follow that body." Starlight ran out of the room, chasing Phonyyx's body, with Twilight and Spike following her. The body flew straight into a building, busting the door open. Meanwhile, Phonyyx had his hooves full with attempting and failing, to fight off a multitude of the Umbricions. Then, his body came tumbling down the stairs and ran straight towards Phonyyx. Phonyyx forced the Umbricions off of him and re-entered his body. He was bruised, cut, tired, and sore all over; but he was back in his body. And extremely pissed.

"Now, it's my turn." Phonyyx unsheathed his sword, covered it with the shadow energy, and proceeded to slice and dice his way through all of the Umbricions. During Phonyyx's slash-fest, the anonymous pony teleported out of the building to Celestia-knows-where, with a small dark crystal in tow. Phonyyx pinned the only remaining Umbricion to a wall and interrogated it. "Who is your master, and what are his or her plans?" The Umbricion leaned to Phonyyx and whispered.

"You've already met my master, and he plans to return, and he shall reclaim his kingdom. All hail the King of Shadows!" The Umbricion smiled and gave a sinister chuckle. Phonyyx had heard enough. He opened his mouth and a column of purple flames burst forth. Disintegrating the Umbricion. Twilight, Spike, and Starlight ran to the bottom of the stairs to find Phonyyx bending over, using his sword to support himself, surrounded by a pile of fading Umbricion corpses.

"Phonyyx, are you alright?" Starlight ran over to him. Twilight quickly checked over Phonyyx and, once satisfied that Phonyyx wasn't going to fall over dead, yet, turned to Spike.

"Spike, I think we ought to go inform the Celestia and Luna that the crisis is over. And return the royal guards to Canterlot," Twilight shot a quick glance at Phonyyx and Starlight.

"Sure, I'm pretty sure the two of them would like to have their guards back." Spike and Twilight walked back up the stairs and went to gather up all the guard's ponies.

"I'm okay, Starlight. Tis just a scratch." Phonyyx tried to reassure Starlight that he was okay, but she wasn't falling for it.

"Tis just seventy scratches and cuts." Starlight lightly tapped on one of the wounds, only to have Phonyyx wince in pain. Golden wisps of magic emanated from Starlight's horn, encasing all of the cuts and bruises covering Phonyyx's body. "I copied that spell you used to heal me before." Starlight blushed and looked down at her left. Starlight helped Phonyyx up to the first floor of the house. Phonyyx fell over into a bed in the house. He was tired of mind jumping from pony to pony and fighting the Umbricions. Almost immediately after he laid down on the bed, Phonyyx was asleep. It was dark outside, but Starlight wasn't really tired. I don't want to just leave him here all night, not after what he did. She walked outside to Twilight and Spike. "Hey, Twilight, Phonyyx is really tired and he said he is just going to sleep at this house tonight. So I'm going to stay and make sure nothing happens. Okay?"

"That sounds alright to me." Twilight teleported herself, Spike, and the guards back to Canterlot. Starlight went back inside and closed the doors to the house and slipped under the covers with Phonyyx. Maybe he won't mind. Starlight felt Phonyyx's warm body next to hers and instantly became drowsy.

Author's Note

Once again. I'd like my friend ,Hyper_Flash, for helping me by being my co-author for this chapter and me friends at school for proofreading and helping me edit this and fix many, many mistakes. Seriously, there were a ton of mistakes. I have a problem with comma splices and apostrophes.

Prince of Shadows

Author's Note

If any pony spots some error(s), (including punctuation, grammatical, and sentence structure errors) then tell me in the comments section. Put the sentence with the error(s) in quotes and then state error itself the error(s), and end with a suggestion on how to fix it. It really helps when some pony points out the errors and explains them and how to fix it. Don't state an error if some pony already stated it, if its the same type error in a different spot then it's okay. This will hopefully help me from making similar or the same mistakes in the future. Also, please do this for every new chapter and comment on the error on the chapter it appears in.

Have I really been saying and pony and some pony this entire time? I think I need to take a break from typing this story. Nah.

Prince of Shadows

Phonyyx awoke to find himself in a bed with Starlight. Again. Why do I keep waking up in the same bed as Starlight. I'm not complaining. Just, why? He turned his head around, taking a good look at the room he was in. It had burgundy-colored walls with vinyl wood flooring. The blinds were closed, preventing hardly any sunlight from entering. Phonyyx didn't even know what time it was. He looked down at the sleeping unicorn next to him. Should I wake her? His question needed no answer. Starlight opened her eyes and yawned.

"Morning, Starlight," Phonyyx forced himself out of the bed. "I'm hungry." Phonyyx then realized that he hadn't eaten anything at all the previous day.

"How long have you been awake?" Starlight also forced her self out of the bed.

"Just woke up." Phonyyx trotted out of the room. "Where are we?"

"We're in the house that we found you in last night."

"Who's house is it then? For all we know, we could've slept in some pony's house while away." Phonyyx walked down a hallway and paused in front of a clock on the wall. "It's eight."

"What?"

"The time. It's eight o'clock." Phonyyx walked back down the hallway to find the kitchen. "Hello. Any pony home?" No response.

"I guess no pony's home." Starlight walked past Phonyyx and found the entrance. "Found the door." Starlight looked back to Phonyyx.

"Alright, let's get something to eat then."

"Is food the only thing you can think of in the morning?"

"No, it's usually just the most important thing after checking to make sure I'm not dead and I'm not being ambushed." Phonyyx gave a deadly serious tone to that last comment. Phonyyx opened the door and walked outside. "You think it is best if we went to Twilight's Castle for food?"

"Probably. Race you there." Starlight galloped towards the castle. She looked behind her to find Phonyyx keeping up a steady pace. Is that really the fastest he can run? Starlight looked back in front of her to ensure she didn't ram into anything or any pony. Starlight slowed down to fall back to Phonyyx. "I know that you're old. What I didn't know was that old age is making you slow." Starlight sped back up after the comment.

"Ohh, it is on." Phonyyx went from his previous waltz to a trot and continued to speed up. He decided not to fly: he wanted to make it at least fair for Starlight. So, he can go faster. Starlight turned a corner and looked back, but didn't see Phonyyx make the turn.

"Where did he go?" Starlight murmured to herself. Phonyyx had turned down into an alleyway earlier. He came running out of the alley and passed Starlight. She didn't see him as the exit to the alley was in front of her. She did hear him, however, after he spoke.

"He could be right in front of you." Starlight whipped her head around to see Phonyyx running right beside her.

"Okay, that's showing off." Starlight smirked at Phonyyx.

"No, this is showing off." Phonyyx jumped and spun his body around, landed on his hooves and proceeded to run backward. Phonyyx turned his head slightly back to watch where he was running. Big Mac walked out of a stall with a cart full of apples. Phonyyx dropped to the ground, sliding underneath the cart and stood back up with no loss of momentum. Starlight came to a screeching halt at that sight, and Phonyyx followed with another screeching halt. They were both in front of Twilight's Castle.

"I think you won." Starlight gasped for breath. She and Phonyyx both walked up to the castle and called for Twilight. Twilight called back, she said she was in the dining hall. The scent of a salad filled the air. Twilight was talking with Rarity when Starlight and Phonyyx walked in. With Phonyyx almost hovering, drawn by the smell of food no doubt.

"My, the two of you look awfully dreadful!" Rarity exclaimed at the sight of Starlight and Phonyyx. The two hadn't noticed it, but their manes were all frazzled. The race they had didn't help either. "Luckily for you two, I always bring a kit of beauty supplies with me." Rarity brought forth a bag of hoof polisher, eyeliner, curling irons, perfume, and Celestia-knows-what. "Phonyyx, you're up first," Rarity sang out. Phonyyx bolted for the door, only to be stopped by Twilight's magic. "Thank you, Twilight. Now, on to business." Rarity stalked over to Phonyyx, still suspended by Twilight. He was kicking and waving his entire body to keep Rarity away. "Phonyyx, I can't work if you continue to thrash around like that."

"I know. That's the point." Phonyyx tried to teleport out of Twilights grip but he was asleep before he knew what happened. What had happened was Twilight casted a spell on Phonyyx to make him fall asleep. Twilight nodded to Rarity, and she began to start her work.

Phonyyx saw an army. An army marching upon the Crystal Empire. It consisted of Changelings, being lead by Sombra. The Crystal Heart was shattered and Phonyyx saw a changeling transform into an orange unicorn with a red mane and tail and wore a pair of glasses. Starlight, Rarity, Twilight, and Spike, all trapped in crystal cages, with their magic stolen. The final thing that Phonyyx saw was himself turning a darker color and his eyes turning green with a dark-purple aura around them. Rarity had just finished beautifying a less-than-willing Starlight when Phonyyx burst up screaming.

"What is it Phonyyx?" Starlight asked while rushing to him. Shit, shit, shit ,shit. Thinking quickly, Phonyyx realized that Rarity had already finished working on him.

"Rarity messed with my mane!" It was as over-the-top as possible, Phonyyx needed it to be. Luckily he picked up a few tricks here and there on how to act and seem believable to others over the centuries.

"Really, that's it?"

"Not just that. One of you knocked me out too." Phonyyx eyed Twilight suspiciously.

"Okay, then. If that is all over then. I would like to return to the matter that I came here for. Phonyyx, I found a shop in the Crystal Empire that sells the fabric that I need to fix your cloak." Rarity put everything back into her bag.

"Great." Phonyyx floated a bowl of salad over and helped himself to it.

"The only problem is that, due to the rarity and value of the fabric, the shop will only ship a small amount at a time. Meaning it take almost a three month period for the entirety of the fabric to be shipped. They said that I could travel to the shop personally and pick it up there."

"Soo," Phonyyx made a circular motion with his left hoof.

"Well, I was going to invite Twilight and Spike to come with me to the Crystal Empire, since Twilight's brother and sister-in-law rule over the kingdom. Then Twilight thought of letting Starlight come as well. And at this point, I was going to see if you wouldn't mind coming along as well. I was going to work on the cloak at the Empire to not have to risk the fabric in a train robbery or to bandits."

"Sure." I hope she can finish it before the events I saw unfold. Phonyyx took a final bite from the bowl of salad.

"So, it's settled then. All five of us are going to the Crystal Empire. When is the next train leaving for the empire?" Twilight clapped her hooves together.

"It leaves at twelve o'clock." Rarity was putting up her bowl of food. Phonyyx floated a bowl of salad to Starlight and she thanked him, with a mouthful of salad.

"I should probably go wake Spike up." Twilight trotted out to Spike's room. Phonyyx left to gather some things he wanted to bring. He packed the spell Starlight gave him, some bits, the Mana Crystal, the shadow crystal, and once satisfied that the coast was clear, went down to the forge and retrieved the item he had been working on. He walked back up stairs to find the others waiting for him. Rarity walked up to Starlight.

"So, how was your night with Phonyyx?" Rarity gave Starlight a weird look.

"What do you mean? Nothing happened. Can we change the subject and not talk about that at all?" Starlight blushed and looked down at her own hooves.

"Whatever you say, darling." Rarity giggled at the revelation she discovered. Starlight and Phonyyx are having an affair! Boy, she couldn't be further from the truth with that "revelation" if she tried. Rarity had already packed her stuff and grabbed her pack as she exited the castle. The five of them arrived at the train station just before the train pulled out. They got a coach all to themselves as every other coach was filled. Phonyyx sat down, with Starlight, on the window side of the seat. Rarity, Spike, and Twilight sat in the seat directly opposite them. As soon as Phonyyx laid down, *Snore*.

"Is that all he ever does?" Spike outstretched his hands to Phonyyx.

"I think so." Starlight was shocked. Phonyyx had only recently woken up and here he was, asleep. Again.

"You know, if Phonyyx spent half as much time focused on his appearances as he does sleep he might look handsome." Rarity giggled to herself. She thought Phonyyx hadn't heard her comment, but he did. But he didn't care. He wasn't even asleep. He was good at acting like he was asleep, partly because of laziness. Helped him get the jump on many drunken stallions attempting to pick a fight with him. He was thinking about his vision. This wasn't the first time he had a precognition of events yet to come. What scared him was that they were never wrong. And that made him quite afraid indeed. It was a long ride to the Crystal Empire. It was almost five by the time they arrived. They all felt sleep deprived despite not actually doing anything the entire ride. That was probably what made them feel sleepy. Starlight looked around and saw many strangers. Phonyyx, however, knew pretty much all of them. Except for the tourists. He had his hood up, was completely silent, and kept his head down. He wished he had his old cloak instead of the normal one he was wearing. His had an enchantment that made it so almost no pony would recognize him so long as he had the hood up. Twilight, Spike, Starlight, and Phonyyx followed Rarity as she headed straight towards the shop that had the fabric. Only one problem, the clerk was a jerk. He had sold the fabric to another client, after already making the deal with Rarity on the fabric amount and Rarity's order for the fabric was made first. Yet the clerk was selling the fabric to a millionaire that was willing to pay at least quadruple what the actual price was. "But, you already made the deal with me and I just paid you for the fabric. Then you tell us that you already sold it to another pony. And you won't give me my money back!"

"We never agreed on any deal about when the fabric would be ready." The clerk had his back turned. He was rearranging boxes and wraps of fabric.

"Okay, that's low. Jackass." Spike would've probably tried to start a fight with the pony if Twilight hadn't held him back.

"Look, is there anything that you could do to help my friend out? She really needs the fabric for a special project."

"Nope, now are you going to buy something or are you going to continue to waste my time. If it's the latter then get out of my shop." Not even an alicorn princess could convince him. Phonyyx had been standing silently watching from a corner the entire time.

"I take it you are the owner of this fine establishment." Phonyyx walked up and put a hoof on the counter.

"Yes, now do you have any more attempts to sweet talk me, or are you five going to leave?"

"Can I have a private talk with you in your office first?" Phonyyx was biting his lips. He wanted to pummel the clerk until he cried.

"Yeah, but it'll cost you for my time." The pony walked over to a door, unlocked it and walked in. Phonyyx walked into the room, shut the door, and locked it. The clerk probably shouldn't have agreed to a talk, and he probably wouldn't have if he saw the pony he agreed to talk with.

"Now, let's talk about that deal you made with my friend."

"Look, I already told your friend that we never made a deal on the time that the fabric was to be ready. How can I fulfill a deal that I didn't ma... No, you!" Phonyyx had let down his hood and the clerk saw Phonyyx's face.

"Oh, so you know who I am. Good. Now then, let's negotiate on a new deal." Phonyyx wore a scowl. Meanwhile outside the room, Spike, Twilight, Rarity, and Starlight all had an ear up against the door. They only heard a few muffled words, but couldn't make anything out. Phonyyx unlocked the door and all four of them ran back to where they were before. Phonyyx walked with a roll of the fabric Rarity ordered and her bits and he put his hood back up. "Here you go Rarity." They looked back and the look on the clerks face said it all. Just take the stuff and leave me alone. They all walked outside and heard the door close behind them. The sign was flipped from Open to Closed, the shutters were lowered and the clerk peered through them with terror.

"How did you manage to get this from that ruffian?" Rarity put up the fabric and bag of bits.

"I can be very, very negotiable if I need to be. Now it's getting late, let's get to the castle to sleep." None of the others wanted to agree with Phonyyx after the negotiating he did, but no pony wanted to disagree with him either. They all followed Phonyyx to the castle. After a having walked for a while, it was back to being shy for Phonyyx. He put his head down and slowly stopped leading the ponies. Twilight quickly took over as a guide. The ponies walked into the castle and all they heard were cries of a baby.

"Flurry Heart." Twilight murmured to herself. They followed the cries and soon found Shining Armor and Princess Cadence tending to their child. Cadence was trying to get Flurry Heart to quiet down while Shining Armor was trying to figure out what the baby wanted. 'Umm, is this a bad time?" Both Cadence and Shining Armor looked up to notice their audience.

"Twily. It's good to see you." Shining trotted over and hugged his sister. "But, what are you doing here?" The cries stopped. "Cadence is the baby okay?" Shining turned around to see only Cadence. "Ahh, where's Flurry Heart?"

"She's right here." Cadence and Shining now took notice of the hooded pony in the corner. Phonyyx let down his hood and revealed Flurry Heart leeched onto his face. "Can some-pony please get Princess Facehugger off of my face?" Cadence proceeded to remover Flurry Heart, who only continued to cry again.

"I think she wants this." Twilight picked up a stuffed teddy bear and handed it to Flurry Heart. She stopped crying.

"Thanks, Twilight." Cadence sighed out of relief as Flurry Heart finally fell asleep. Cadence put her in her crib and every pony snuck out of the room. They walked down the halls and stopped in the library. "Now, who is this friend of yours?" Cadence looked at Phonyyx, who was already floating in the air and levitating thousands of books around him. Back into his super-research mode.

"You may not like what I have to say."

"Why not?" Shining asked Twilight.

"Well, he's the son of..." Twilight was nearly choking on the name.

"Son of who."

"Sombra." Twilight gasped out for breath and hung her head down. Cadence and Shining shared glances from Twilight to Phonyyx, back to Twilight, then to Phonyyx, and back again.

"What?" Shining quickly ran for a group of guards.

"Wait, Shining, I don't think that's a good idea." He wasn't listening to Twilight.

"Guards, get that pony."

"Déjà vu," Phonyyx murmured as he cast a spell, stopping the guards in their tracks. "Look, the guards in Canterlot already tried to take me out, and that didn't work. So I wouldn't even try."

"Twilight, is he the same pony that trades the library in Catnerlot and attacked the princesses?" Cadence asked Twilight.

"No. Well yes. But he didn't trash the library in Canterlot."

"Actually I did, but I cleaned up after myself." Phonyyx was still looking through the books.

"But, he didn't attack any of the princesses." Phonyyx undid the spell holding the guards and put up all of the books.

"Done."

"Wait, you mean you just searched all of the books here?" Cadence was dumbfounded.

"Yep, I know all of the newly added books in the library here. I already knew the rest."

"Wait, how?"

"Yeah. Another thing about him is he's immortal. Like kill him and he is reborn kind of immortal." Twilight was trying to calm down her brother. But to no avail.

"I don't trust you one bit. So stay away from my daughter, my wife, and my sister." Shining was standing above Phonyyx glaring at him.

"Just add it to the pile of stuff." Phonyyx

"And if I were you, I would get out of my house." Shining glared Phonyyx down. It wasn't very effective.

"You do realize that this is actually my house."

"What do you mean?" Cadence, intrigued, walked closer to Phonyyx.

"I mean that I'm actually the prince of the Crystal Empire. Although I would rather that none of you tell any pony, nor do I have any interest in ruling over this place. Yawn." Phonyyx put a hoof up to his mouth. "I'm getting tired. I'll be going to bed." Phonyyx walked out to a sealed door.

"That door is sealed. It can't be opened. We tried brute strength, magic, and breaking the lock, but nothing worked."

"Maybe that's because I locked it." Phonyyx whispered vex to the door and it obeyed. The ponies heard a click and Phonyyx pushed the door open. Phonyyx walked into the dark room. "Just like I left it." Phonyyx walked over to a table and put his bag down on it. Shining had crept away to the guards again.

"I want at least a dozen guards watching that pony at all times. And if any of you get tired, call in a replacement for the rotation. I don't trust him at all." The guards saluted Shining. Phonyyx's stomach rumbled. Loudly.

"Hehe," Phonyyx blushed a little. "I guess having something for dinner first would be best." Phonyyx and the other ponies walked towards the dining hall. Phonyyx really did know his way around the castle. The guards had no problem following him. He didn't mind. They couldn't stop him even if they tried. But it was a very awkward meal. The guards never took their eyes off of Phonyyx, who walked around while eating to try and lose them. He didn't mind them following him everywhere, but he felt uncomfortable with them eyeing him while he tried to eat. He eventually just opened one of the many secret passageways and closed it behind him after turning a corner. Content with no longer being stalked, Phonyyx sat down and finished eating in the passageway. After that, he went to the kitchen and placed up his dishes and went back to his old room. The guards were there, waiting for him. *Sigh* Phonyyx put his head down and walked into the room, closing the door behind him and went to sleep. Phonyyx awoke to find a dagger embedded in the post of his bed, directly in front of him, with a note. Phonyyx spun around to ensure that there were no threats nearby. He removed the dagger and read the note.

So, we've heard there's a rumor going around that the Dark Phoenix Prince has returned. We, for one, do not believe these rumors. But, if they are true, then come prove it. Tonight. You'll know where to find us.

Phonyyx flipped the note over. No obvious signature mark. He rolled up the note and grabbed the dagger. He walked out of the room. He found his way to the dining hall and saw Cadence, Shining, Twilight, Rarity, Spike, and Starlight eating breakfast. He grabbed some food and ate it quickly, he had work to do.

"Ohh, you're up." Shining glared at Phonyyx while trying to take a bite of his food.

"Shining Armor, I know that Phonyyx's past may be a bit iffy. But he has done lots to prove that he isn't like his father." Twilight wanted to quell the tension as quickly as possible.

"A little iffy!" Shining almost blew his top. "He is the son of Sombra, who knows what he can or did do?"

"How about helping to defeat Sombra and seal him into the frozen north?" Phonyyx was now preoccupied with the dagger. "Now, if this is over, I'll be in the library." Phonyyx picked up a plate of food and took off for the library.

"I still don't think we should be letting him stay here," Shining scowled.

"Why not?" Rarity asked Shining Armor with confusion.

"He hasn't done anything to prove that he can be trusted."

"Well, he can't prove it if you don't give him the chance first." Cadence placed a hoof on Shining. "Look, what exactly has he done that you find so grievous?" Shining Armor couldn't think of anything. The truth was that he had no idea of what Phonyyx ever did. All he knew were a few sketchy rumors he heard.

"Well, if no pony minds I'm going to get started on repairing Phonyyx's cloak." Rarity left to return to the room she had stayed in overnight and grabbed her sewing supplies, the fabric, and the cloak. She sat down, placed out everything in a neat, orderly fashion and started sewing. It was difficult as the fabric had to be untwined to its threads, use that for the string, and naturally sew the fabric back into the cloak without messing with the patterns etched with strings covering the cloak. She hummed to herself as she sewed the cloak. When she finished, she looked over at a clock. I finished just in time for lunch. I think. Rarity folded up the cloak and took it out of the room, heading for the library. She was called by Phonyyx when she entered.

"Rarity, do you have a magnifying glass with you?" Phonyyx asked while string into three different books.

"Yes, here." Rarity took it out and handed it to Phonyyx along with his cloak. "I also finished repairing your cloak. It's good as new." Rarity beamed with pride.

"Thanks." Phonyyx replaced the cloak he was wearing with his original and inspected the dagger.

"Whatever are you doing?"

"I'm looking for a mark of some sorts."

"Where did you get that from?"

"It was embedded into the post of my bed. I'm trying to find out who put it there, or better the group that told the pony to do it." Phonyyx saw what he was looking for. A vertical diamond shaped etching with an eye in the center. He flipped through one of his books until he found a page with the same marking on it. "Gotcha." Phonyyx put back all the other books and read the book with the marking.

"Have you been searching since breakfast?"

"Maybe. What time is it?"

"Lunch" Phonyyx's eyes shot wide open as he sniffed the air.

"Apples and carrots." Phonyyx shut the book and carried it with him as he trotted towards the smell.

"Hello." Shining looked down at the ground when Phonyyx entered. "Look, I was being immature earlier. I had taken the instant assumption that you caused atrocities purely based on your father being Sombra." Phonyyx nodded. "Is there a way that you can trust me?"

"Well, you can start by imprisoning the guard here that's on the criminal payroll." At once a single guard in a corner shifted slightly. It wasn't enough for any normal pony to notice, but it was more than enough for Phonyyx to notice. He shot the dagger at the pony. It embedded itself in the wall right above the pony's mane. "They always give it away when hearing that. That pony is on the criminal payroll. And he is probably the one that put that dagger in the post of my bed." Phonyyx never took his eyes off the guard.

"That's accusing without evidence." Cadence was shocked at Phonyyx's accusations. "Plus, there isn't any crime in the Crystal Empire." Phonyyx's ears perked up.

"You ponies don't realize all the crime that happens here? There's corruption everywhere. Businesses are constantly being extorted. And there are gangs everywhere." Then Phonyyx's eyes shifted from one part of the room to another. "You don't even realize the Royal Protectors that are here." Oh, no. They are clouded from the truth, but by whom. "Arrest that pony, Royal Protectors." Then four ponies dropped from the ceiling of the room and proceeded to chain and shackle the guard. They all wore grey colored cloaks mixed with green and blue in some parts. They walked to another wall and a passageway opened, leading down a winding pathway.

"Who were those ponies?" Shining was dumbfounded at the sight. Phonyyx waited for the pony to be removed from the room before speaking.

"Those are the Royal Protectors of the Crystal Empire. Their job is to protect the royals located here in the Crystal Empire. They work in the shadows and are the ultimate line of defense protecting the two of you. They aren't a member of any guard or military division, but they are the best of the best. They can fight off an army, work outside the law to ensure the protection of the royals. They are not to be mentioned, and don't have names or families." Phonyyx turned around and faced the ponies. He walked over to a table and grabbed a plate that Cadenece made for him and ate. Cadence didn't want what Shining said earlier to piss Phonyyx off, so she made it for him, as a way to create a truce between her husband and Phonyyx. It seemed to help do the trick.

"Do Princess Celestia and Princess Luna have their version of the Royals Protectors?" Twilight was curious.

"Not that I know of. The only reason I know of them here is that they protected me. They will listen to me and obey my commands, this is only done for ponies of royalty located in the Crystal Empire. It's their near unquestionable loyalty that is both their greatest strength and biggest weakness. They will allow a pony to murder dozens if it is to keep that pony from harming the royals. Every time a royal of the Crystal Empire travels beyond the borders of the empire a single protector, the best are selected to shadow the royal to ensure their safety. You two would be dead a thousand times if it wasn't for them."

"How does one become a protector?" Shining wanted to know if he could decide on who becomes one.

"I do not know that. But they will not help you unless the issue is of enough importance. And they will not partake in wars. Now, I would love to stay here and explain every little detail with you but, I have some work to do. If you want answers about them. Ask, they'll hear you. Trust me." Phonyyx burped and put away his plate. "Also, I know it wasn't any of you that did this but, some pony poisoned my lunch earlier. Too bad they used a poison I'm immune to, plus I could probably smell that stuff from Ponyvlle." Phonyyx walked out of the castle, leaving Shining and Cadence to ask the Royal Protectors about them.

"Oh, before I forget." Cadence ran over to a small satchel, pulled out a paper, and handed it to Starlight. "Sunburst said to give this to you next time you arrived here." Starlight opened the paper and read. Sunburst wanted to see her if she ever came to the Crystal Empire soon.

Phonyyx walked down a street, with his hood up. He wasn't shy or timid around other ponies like when he arrived here last night. He wasn't worried about any pony really recognizing him. He had his cloak now. Then he stopped, looked around, saw the same marking as on the dagger, and continued on until he found what he was looking for. He finally found a street that had no diamond eye marking. In fact, this street had no marking at all. Phonyyx smiled, put his sword against a wall, and walked down an alley. He wasn't worried about some pony possible taking his sword, he had enchanted everything he owned with an enchantment as to make sure no pony would feel compelled to take it. He only had the dagger, his cloak, his magic, and his skills. He only needed the last item. Phonyyx waited against a wall and spun the dagger in the air with his magic. It wasn't long before a group of ponies walked up behind him. Phonyyx tapped his forehoof against the ground three times and made a click with his tongue. That told the Royal Protectors to not interfere here. After last night's incident, they would have interfered, if not for Phonyyxs command not to.

"We heard that some pony is posing as the Dark Phoenix Prince. But that obviously can't be true," One of the ponies spat. His voice sounded like he forever had a mouth full of water, just enough to not drown. Phonyyx turned around, leaving his hood up. Now he saw who he was fighting. There was a very round shaped unicorn wearing a leather jacket that was a size too small for him, had a dark-gold coat with a yellow mane that spiked up and his tail looked like it had been shaved off partly, leaving a behind a tuft of it. He levitated a small, broken pipe with a sledgehammer tapped to each end. His magic was orange just like his eyes and his cutie mark was of a boulder cracked down the middle. Next to him stood another unicorn, but this one was much smaller, only slightly taller than a child and wore a pair of round glasses that were cracked in multiple places. His coat was light-greyish with black splotches here and there, his eyes were icy blue, he had a stubby mane, a long tail that ended in tattered points, and a single white line ran down the middle of his mane and tail. He was almost skinny to the bones and wore a robe-like thing. He was levitating a long, broken piece of pipe with blue magic that matched his eyes. Behind them were two mares, a pegasus that had tall, slender build, wearing a skin-tight purplish suit. Her two forelegs were wrapped in a white cloth. She was missing a tooth. Her mane flowed back into a million curls and the same was for her tail, her coat was caramel-colored and her mane and tail were light-brown. She looked like a moose. The other mare was another pegasus and was much smaller than her counterpart. She was about the same height as the smaller unicorn and wore a belt that held daggers identical to the one Phonyyx had. Her cutie mark was of three daggers, covered in blood, being thrown. Her mane and tail were primarily black with yellow streaks. Her coat was black and she had white eyes. So we've got Fatty, SlimJim, Moose, and BumbleBee. Wait this isn't right, none of these ponies look like they could keep the diamond eyed gang from taking over this street. Unless this wasn't every pony. The latter turned out true. Another unicorn walked out of the shadows. He was massive and extremely muscular, like he worked out every day and in his sleep kind of muscular. He had an auburn coat with white tuffs at his hooves. His mane was slicked up into a Corinthian-styled look and his tail wasn't much different from Phonyyx's, they were colored a dark brown and he wore a dark grey trench coat. He only had one green eye, the other was replaced by two scars crisscrossing one another, forming an X. And the Leader. Good. Moose broke the silence.

"So, are you going to answer our question or not?" She had a high-pitched voice and, based on her attitude, was extremely cocky. She walked up to Phonyyx and snatched the dagger out of the air. Phonyyx didn't move or speak. She pushed Phonyyx. He still didn't budge. Then she raised the dagger into the air and was about to bring it down onto Phonyyx's head, had Phonyyx not pushed her away first. She stumbled a bit, grabbed the dagger, and threw it at Phonyyx. He bent down and slide away from the wall and the dagger. He stood up to find Fatty about to smack him with the hammers. Phonyyx turned to his side, dodging the attack, causing the sledgehammers to embed themselves into the ground, he then knocked Fatty back with his wings, sending Fatty flying. Phonyyx spun around, using his wings almost as if they were blades, knocking away a group of daggers thrown at him by BumbleBee. Phonyyx clapped his wings together, sending a gust of wind knocking BumbleBee to the ground. Phonyyx saw Moose flying at him full speed out of the corner of his eyes. He jumped up, landing on her back, and jumped off, forcing her to the ground. Phonyyx looked back to see SlimJim spinning the pipe over his head. Bringing it down on Phonyyx, only for it to be blocked by Phonyyx's hooves. SlimJim tried to attack from the side, but Phonyyx parried it, shot forward to SlimJim, knocking him down. Phonyyx only had the Leader to deal with. Phonyyx bolted to the Leaders left, then bounced off the wall, sliding underneath the Leader, and kicked him square in the ribs. The Leader raised his hoofs up and brought them smashing down right in front of Phonyyx.

"Alright, as much as I love this little sparring match here, I have to a schedule to keep. Now let's get down to business." Phonyyx removed his hood and the group stopped in their tracks. "I'm guessing that means you know me? Then you know what I can do, right then, that was me tiring you five out." Phonyyx faced the leader who was bowing to Phonyyx.

"I had heard the rumors, but thought little of them." the leader had a knightly, heroic voice to him. Not very fitting considering his line of work. He stood back up and introduced himself and his group. "That big brute over there is Bralen, the small robed one is his brother Cathin, the tall pegasus is Maryl, and the dagger thrower is Selena. I'm Cobalt." Phonyyx walked over and retrieved his sword.

"Your skills are impressive. Your group alone was able to keep the any of the gangs from claiming this street."

"Yes, that would be the Crystal Eyes."

"Yes. I know all about hem. I first formed them after all."

"But, if you formed the Crystal Eyes, then why are you not helping them with the gang war?" Selena had a quiet sweet voice.

"I left for the same reason I formed them in the first place, the killing. But that's in the past. How about you five come help me with a little project of mine?" Phonyyx grinned at the group.

"What little project?" Cathin had a voice almost too deep for such a small pony.

"I'll tell you based on whether or not you decide to help me. But I will tell you this, you'll be paid well, housed, fed, and won't have to try and survive out here in the Crystal Empire. If you agree, then come meet me at this address in Ponyville one week from today." Phonyyx handed Cobalt a piece of paper with Phonyyx's address. "Also, I know it was you ponies that put the dagger in my bedpost. One of the rules I gave the Crystal Eyes was to never use their namesake when sending a message like that." Phonyyx pulled his hood back up, retrieved his sword, and flew off.

He was flying back to the castle when he saw Starlight in an alleyway surrounded by members of the Crystal Eyes. Oh no. Phonyyx flew down to her and merely spoke in a soft voice to the robed ponies. "If you know the history of your group, then do not mess with me." He put down his hood.

"Wait, why are you not with us. Traitor!" a muffled voice called out. Phonyyx took one step forward and all the ponies ran away. Well, so much for not letting the Crystal Eyes know that I'm here. "You okay Starlight?" Phonyyx looked back to her.

"Yeah, but what did they mean when saying that you should be with them?" Starlight was gasping for breath.

"It's not important. Old faces from my past. Where are you going?"

"I got a letter from my friend Sunburst. He wanted to talk to me about something. You should come, you'll like him."

"Yeah, I'd like to meet this friend of yours." Phonyyx was mainly worried about Starlight's safety, the Crystal Eyes could try something else. The two reached Sunburst's house, Phonyyx was more worried than before. Sunburst was the pony the changeling he saw in his vision turn into. He stayed calm, he didn't want to alert the changeling.

"Starlight. That was quick. I just sent that letter two days ago." Sunburst opened the door and greeted Starlight.

"Oh, that letter wasn't sent yet. It's still in the castle. Me, Twilight, Spike, Rarity, and Phonyyx came to the Crystal Empire."

"Um, Rarity was the unicorn with you last time you were here, right?"

"Right."

"But, who's Phonyyx?"

"Him." Starlight nodded to Phonyyx, who had his hood up.

"Oh. Well, it's nice to meet you." Sunburst put out his hoof to shake with Phonyyx. Phonyyx simple stared.

"Um, can we come in?"

"Oh, yes, yes." Sunburst moved out of the doorway to let Starlight and Phonyyx in. Sunburst tried again to greet Phonyyx properly. But he simply passed by him. "Is he usually this anti-social?"

"No, not really. I don't know what has gotten into him. He was acting perfectly normal before we got here. Well, normal for him." Phonyyx heard every word they said. He had to force himself from outright attacking Sunburst. "Phonyyx, will you come here and say hi to Sunburst?" Phonyyx turned his head back slightly to see Starlight in his peripherals and turned his head back to the books on the shelves There has got to be something here that can prove Sunburst is a changeling. Phonyyx paid no attention to Sunburst and Starlight the entire time they visited Sunburst. At least, he appeared to. He heard and noted every word spoken. He was still convinced that Sunburst was a changeling. "Well, it's been good to see you Sunburst. Anyway, I've got to go. The Princess probably wants to talk."

"It's alright, we can still write and talk some other time." Sunburst smiled at Starlight. "Only, I feel like there is something wrong with Phonyyx.

"Phonyyx, you coming?" Phonyyx walked to the door and last Sunburst, still ignoring him. Once Sunburst closed the door Starlight exploded. "What was that all about?" Phonyyx turned around to face Starlight.

"Come again?" Phonyyx tilted his head in confusion.

"You were a complete jerk to Sunburst. You wouldn't even say hi or acknowledge his existence."

"I don't trust him."

"Why!"

"I can't tell you. You wouldn't understand." Phonyyx wrapped himself in flames an took off for the castle. Was Phonyyx jealous or something? Phonyyx arrived at the castle and stormed off to his room. Cadence followed him, asking what was wrong. He grabbed a bag and enchanted it. He walked off to another sealed door and opened it, to reveal treasures beyond comprehension.

"This was here the entire time!" Cadence gasped at the number of treasures Phonyyx looked upon. He walked into the room and levitated it all into the bag. "Wait, isn't that stealing?"

"Not if I own it." Phonyyx fitted the impossible amount of treasures into the small enchanted bag and gave it to one of the Royal Protectors. "I want you to deliver this to this address in Ponyville." Phonyyx handed the pony an address and a key to the house.

"What was that for?"

"A surprise for Twilight. Do not tell her. I don't want to make a promise I can't keep. I hate those."

"Got it." Phonyyx's stomach rumbled.

"Sorry."

"No, it's okay. Lunch is ready."

"Hmm, Food." Phonyyx followed his nose to the scent of food. He found sandwiches. He also found Starlight. He didn't speak or talk. Starlight didn't even make eye contact with him. They ate without speaking a single word. At least, Phonyyx did. Rarity took notice of the odd behavior between Starlight and Phonyyx.

"Is either of you going to explain what happened?" Rarity looked to Starlight and Phonyyx.

"Maybe Phonyyx would like to tell you?" Starlight spoke up. "He seems to be unable to tell me when I asked him." Phonyyx ignored her comment. He finished eating, got up, and put away his dishes. Then he walked out of the room.

"So, Starlight, what happened?" Twilight wondered what happened between her and Phonyyx.

"Well, he doesn't trust or like Sunburst at all. When I asked him about it, he said he couldn't tell me." Starlight sighed. "I just don't know why." Meanwhile in Phonyyx's room.

Maybe Sunburst isn't a changeling.

You saw it in a vision.

Go Away.

Your visions are never wrong.

First time for everything.

Are you really going to take that chance.

I am.

But, are you willing to let others pay for your risks.

Celestia Damn You! Phonyyx sat down and thought to himself. He then remembered a book in the library he saw earlier. Phonyyx went to retrieve it, using the castle's secret passageways to move without interference. He arrived at the library and grabbed the book. He bolted for the secret passageway he used and was gone. Phonyyx flipped through the book's table of contents.

"Minotaur... Draconeques... Sea Dragon... Breezie... Changeling," Phonyyx murmured to himself as he flipped through the book to the section on changelings. A small section.

These deceptive creatures feed off of love. They have the innate ability to change their form into anything or any pony. They disguise themselves to feed off of the love for that creature that others have. They are masters of disguise and they follow one queen, who is responsible for finding food for her subjects. There is no spell that can revert a changeling to its original form. The only way to be sure if some pony is a changeling in disguise is their blood. Changelings bleed green blood. Phonyyx put the book face down on his bed, he had found what he needed.

"Starlight, darling, maybe Phonyyx just needs some time to become acquainted with Sunburst?" Rarity was walking with Starlight to Phonyyx's room. They wanted to speak with him about why he acted in the way he did.

"Maybe. It just doesn't seem like him to not even give some pony the chance to earn his trust." Starlight was looking down at her hooves as she walked.

"Well, Phonyyx has lived for over a millennium, it could be something from his past? Anyway, so are you and him umm, how should I put it?" Starlight gave Rarity a glare. "Not the time?"

"No." They walked into Phonyyx's room, but he wasn't there.

"Where could he have gone?" Rarity noticed the book on Phonyyx's bed and picked it up. "The Creatures Of Equestria"

"I think I might know. But I wish I'm wrong. He might believe that Sunburst is a changeling."

"We have to find him before he does something he'll regret."

"Aaahhh." Starlight and Rarity looked out a window to see Sunburst running for his life.

"We're too late." Starlight stared at the force chasing after Sunburst. It was Phonyyx.

Phonyyx walked through the dark alleyways of his home city. He lived and grew up in this city, he knew every street, alley, and shortcut by memory. He stuck to the shadows, avoiding any and all ponies. He arrived at Sunburst's house. The lights were off. He isn't home, I should leave, if I'm wrong...

If you're wrong, then no harm was done. If you're right, then you will be praised. Phonyyx heard the echo of hoofbeats further off. They were getting closer. He's home. Phonyyx turned around to face Sunburst.

"Oh, Phonyyx, I didn't see you there. Look, if this is about earlier, it's okay. I understand if you don't want to be friends with me." Sunburst was carrying a bag of groceries.

"Hehe." Phoenix's eyes were turning a red-green color. He unsheathed his sword and lunged forward. He swiped but Sunburst ducked. Sunburst turned and ran. Phonyyx gave chase.

"Phonyyx, why are you attacking me?" Phonyyx turned down an alleyway and came out the other end a minute later cutting Sunburst off. Sunburst turned and ran into a stall. Phonyyx flew and speed up to Sunburst. "Aaahhh!" Starlight and Rarity ran through the castle. They burst out of the castle to see Phonyyx with his sword raised, dripping blood. And Sunburst gasping for air, with a wound on his shoulder. The two were surrounded by a crowd of ponies. A platoon of guards surrounded Phonyyx and threw spears at him, but Phonyyx jumped over the spears and sent concussive blasts of magic at the guards. Phonyyx looked over at Sunburst, who was bleeding red, and hiding behind Starlight, Rarity, Spike, Twilight, Cadence, and a very pissed off Shining Armor. Phonyyx lowered his sword. Tap tap tap, click. The remaining guards arrested Phonyyx. The wrenched his sword away and removed his cloak. A unanimous gasp rose from the crowd of onlookers, then it grew into boos and rotten fruit being thrown at Phonyyx. The guards shackled and chained Phonyyx, and casted a spell to prevent him from using magic. Phonyyx showed no resistance. He has escorted away to the jails.

Lockdown

Phonyyx was in the dungeon cells of the Crystal Empire. The cell was cold and wet. Water droplets dripped from the ceiling, falling onto Phonyyx's head. There was a stone slab protruding from one wall, suspended only by chains. The only light was from a ball of light cast to give the prison some light. Phonyyx was wearing an orange suit. It covered his wings, preventing their use. His hooves were shackled together by chains based on their side. All Phonyyx could hear were the yells from other prisoners. He was kept under them in a solitary cell. Phonyyx was speaking to himself. First, he spoke in a sinister voice with green colored eyes, then he was talking in his normal voice with his normally blue eyes.

"So, back in a cell are we. We can bust out of here easily."

"Yes, I can. But I won't." Phonyyx heard a door slam. He looked up to see Twilight, Rarity, Spike, Starlight, Cadence, and Shining Armor. Phonyyx looked back down and to his right.

"Phonyyx, we came here to talk." Cadence was being very calm for the seriousness of the issue. Phonyyx shuffled around, putting his back to the ponies.

"I don't understand why you would think that Sunburst was a changeling?" Rarity tried to coax Phonyyx into talking but he ignored her.

"I say leave him be, he deserves to rot in jail for what he did." Spike gave Phonyyx a scowl filled with hatred. His eyes turned into ovals and he stuck his forked tongue out at Phonyyx.

"Spike, what Phonyyx did was wrong, but I don't think he deserves to rot in jail forever." Twilight was astonished at Spike and how rude he was being.

"Well then, it's a good thing that you don't have a say in what happens to him then." The visiting ponies turned around to see Shining Armor in his guard armor. "Now, I'm going to only ask you five to leave quietly once." Once the others were gone, Shining opened Phonyyx's jail cell, accompanied by three Royal Protectors. "Turn around now." Phonyyx did as he said. "Why did you attack a civilian?" He referred to Sunburst as a civilian. This isn't Shining Armor Twilight's brother or Shining Armor ruler of the Crystal Empire, this is Shining Armor the captain of the royal guard. Phonyyx didn't speak. "When you were arrested, I ordered all the records on you that existed. You think you can cover up your past by trying to help others. You can't. You aren't just in here for attacking a civilian, no. You're in here for much, much more than that: Leader of the Crystal Eyes, multiple accounts of Hold-Up-Knife Robberies, extortion, Possession, and Distribution of A Controlled Substance, resisting arrest, escaping arrest, assassinations, Theft, Arson, First-Degree Murder and multiple cases of Mass Murder. You are going to be here for a long, long time. And from what Princess Twilight told me, you can serve the time. All forty-thousand years of it. And it won't be here. It'll be at an undisclosed location. You'll be gone within the week." Shining turned around and left. "But by law, you can move about the main area of the prison, but you must return to your cell before night." Shining left Phonyyx with the Royal Protectors. He got up and left. He was not going to be sent to a supermax for over forty millenniums. First, he needed to learn the layout of the jail.

Phonyyx walked out of the door and up multiple sets of stairs. The prison was built out of an underground canyon with no natural light anywhere. The sound of prisoners was getting louder and louder until. It all slowly stopped once Phonyyx made it up the final flight of stairs. The only sounds here hushed whispers and ponies murmuring to themselves. Is that him? It might be. He's still alive, he's here. The Boss. Phonyyx heard that name and sighed. Phonyyx walked to a table to sit down but was blocked by a group of three prisoners. When they walked up to Phonyyx, every pony moved out of their way from terror. The pony on the right was a burly pegasus with too many tattoos on his wings and an overbite. The pony on the left was smallest of the bunch and a unicorn. He only had three legs. His left foreleg was replaced by a mechanical contraption that creaked, very loudly. The pony in the middle was the biggest of all the ponies in the prison. He was an overweight earth pony and had lost three teeth and they had been replaced by golden teeth.

"So, this is supposedly The Boss. The Boss died over a millennia ago. Ain't that right boys?" The earth pony rotated his overweight body around and put a hoof up to his ear. About four-fifths over the prisoners cheered for the earth pony. "What's this, it seems that this imposter is challenging my reign. How about that, New Blood?" He shoved Phonyyx in the shoulder. He walked closer to Phonyyx and dropped his voice in a low, threatening tone. "You look and listen well, New Blood. I'm Brutus, the king around here, we run this prison. So you better stay in line."

"We?" Phonyyx stared in confusion. If he gave any sign of emotion, he was dead.

"Yes, we. Me and my two step-brothers. Alixe,-" he pointed to the pegasus "- and Cilcso." He pointed to the unicorn. "Now, you all see? This pony isn't The Boss, he's an imposter. And we all know who is in charge here. ME!" a roar erupted from the prisoners. Brutus, Alixe, and Cilcso walked back into the crowd of ponies. With about four-fifths of the ponies not believing him to be The Boss, Phonyyx sighed.Things just got a whole lot harder. Phonyyx sat down at a table in one of the corners and began to note of the prisoners. The head ponies were already figured out. Brutus, Alixe, and Cilcso. Next, Phonyyx needed to find out who's been here the longest. The most shriveled, oldest, and craziest pony is usually it, but it could also be the pony that no pony messes with out of respect. It was the latter. Phonyyx noticed an old, white, tall, grey-maned unicorn also in a corner. He had two dice for a cutie mark. Ponies were giving him their share of the rations. Now onto whoever held the most freedom. Found. A pegasus in a normal attire was flying around and she wasn't a guard. She would have been wearing a uniform then. She was red with a pinkish mane that covered most of her face and her cutie mark was of a metal being halfway transformed into a pole. Now, who is the favor pony? Phonyyx saw a pony walking up to him. Not now.

"Hey, I saw you stand up to BAC there. Nice work." He had a short, brown mane with a stubble beard growing and turning grey. He was muscularly built and easily twice the size of Phonyyx.

"Uhm, who?"

"BAC, the code we use to name Brutus, Alixe, and Cilcso. Anyway names Arnold, and if you ever need any pony for something, I'm your pony."

"Do, you have access to a metal?"

"Why?"

"Never mind." He has access. And that should be every pony. Phonyyx returned to watching the guards on rotation. Timing and memorizing where they'd go. Phonyyx noticed one pony who did not stop moving at all. He couldn't see the pony really well because of the lights behind him. "Now, how deep underground is this?" Phonyyx knew it was too deep for any natural lighting.

"No pony knows."

"The ice. The walls were covered in ice at some spots. And it's melting, that means it's deep enough to the planet's core for it to melt ice and close enough to the surface for the ice to form and air to get in." Arnold became intrigued.

"What are you planning? Are you really The Boss?" Arnold sat down with Phonyyx.

"One week. That's how long I have to break out of here. If not then I'll be shipped off to a supermax in an undisclosed location. To serve a sentence of solitary confinement for forty-thousand years."

"So let's make the most out of the week you have. Who and what do you need?"

"I already know who I need, now I'm working on finding out what I need. What type of locks are used here?"

"Pin tumbler locks."

"Such a simple type for a prison of so many capable and dangerous individuals. Unless the components to lockpick are difficult to come by."

"Bingo."

"Now, I need the names of the pegasus flying around and the old white unicorn sitting in the corner."

"Hilda and Cerant respectively."

"We'll need them if we're going to escape."

"We?"

"Yep. Me, you, Hilda, and Cerant. Now, which ones are their cells and yours?"

"Cerant never leaves his cell, mine is right above his, and Hilda's is the one that is always open. She has her own key to her cell."

"Why is she given so much freedom?"

"She's been here for at least three years. Three years of good behavior."

"She should've been released from here then."

"Nope. No pony is ever released from here and no pony has ever escaped."

"First time for everything." one of the guards yelled out, declaring it munch time. "Breakfast, Lunch, or Dinner?"

"Meal." Phonyyx grabbed a tray at this realization. On it he stacked up mashed potatoes, normal potatoes, bread, and a carton of milk. "I can convince Cerant and Hilda to eat with us."

"Do it." Arnold grabbed Hilda's attention and motioned for her to come over. They all went to Cerant. Making sure to bring a little extra food. "I have a proposition." Hilda and Cerant looked at Phonyyx like he was crazy. He could've in fact been crazy.

"I know what you're thinking, and it won't work. Many have already attempted to escape. All have failed." Carent had an old rattily voice.

"Yeah, the best you can do is stay good for years like me and you'll gain more and more freedom." Hilda had a very cold, drunken voice. "Ponies have planned for years to escape and failed."

"Well, that record is about to be broken. In one week. If I don't break out within this next week, I'll be sent off to a supermax location," Phonyyx said as he took a bite of his bread.

"How? How can you succeed where so many others have failed? Why do you believe that you can break out?"

"Not just me, all of us. And I know that we can escape, together. First I need this potato. Then I need my sword and cloak back, but those are being held in the castle. Hilda, do you know how to lockpick?"

"Just enough."

"Good. But you won't be able to lockpick my cell instead I'll have to find a way to prevent it from locking on me. Cerant, what is the layout of the prison?"

"Yes, it's built vertically, with the most dangerous prisoners held further down. The only way out is up. Up a cold canyon wall." Cerant stared up the canyon into the dark abyss above them.

"Alright, now that makes it more difficult. Our only option is to scale the walls. I'll need to make some sort of climbing tools. Claws for my hooves to use, for that I'll need metal and lots of it. I can smelt the stuff into the things I need. Arnold, I need Cilcso's metal leg. But get it last. Any metal you can find. It'll happen at night, in between guard rotations." A guard pony yelled out saying it was lights out. Phonyyx shuffled back down to his cell. When he got down there the door slammed shut behind him. Quickly Phonyyx grabbed the potato from earlier and hid it in his pillow. Phonyyx laid down and slept. Only to be awakened by some ponies. Phonyyx woke up and looked out of the cell to see his Twilight, Spike, Rarity, Cadence, and Starlight. "What are you ponies doing here?"

"Hehe. He's so cute like this." Starlight giggled. Phonyyx blushed and felt embarrassed for the situation he was in.

"I was wrong. Sunburst isn't a changeling."

"Oh, we know." Then every pony, except for Starlight, transformed into a changeling. Starlight transformed into Queen Chrysalis. "Ohh, what's the matter Phonyyx? You're not blushing anymore." He wasn't.

"I will kill you." Phonyyx jumped at the bars.

"Oh, I don't think so." One of the changelings walked through the cell bars. Phonyyx spun around to see Starlight.

"Phonyyx, are you okay?" Starlight touched Phonyyx before melting in from of him, laughing.

"Aahh." He turned back around to find the changelings gone. Phonyyx curled up in a ball on the bed. He sat there for half an hour before hearing his cell door open. The guard merely looked at him and said nothing. Phoenix walked out of his cell and walked up the stairs. He walked out to find Arnold, Hilda, and Cerant sitting at a table with something. "What is all this?" Phonyyx had a go along with it motion with his hooves.

"Just a few things that we could find." Hilda leaned back a little too far and fell. "Oww."

"Now, how am I going to get these back to my cell?"

"How about a distraction." Arnold got up and started walking.

"What kind of distraction?" Phonyyx looked back to see Arnold beating the crap out of any pony that got close to him. "I guess that kind of distraction." Phonyyx grabbed the bag of metal in his mouth and ran for his cell. He got into his cell and hid the bag inside his pillow and smashed up the potato and stuffed it into the lock mechanism of the cell door before running back up to the rec room. I hope Arnold is okay. He was more than okay. He was loving the distraction. Laughing as he fought, not a sadistic laugh, but instead a this is awesome laugh. Then BAC got involved.

"What are you doing?" Brutus yelled at Arnold.

"Just a little bit of fun that's all." Arnold was being genuine. To him, it was truly fun. After that BAC backed off, mainly thinking it wasn't worth their time. Phonyyx sat back down at the table.

"Did any of the guards see you?" Caret asked.

"I don't think so." Phonyyx looked around. No guards were heading towards his cell. "Now, how are we going to get the rest of you up the walls?"

"I can fly myself and Cerant up there." Hilda beamed.

"And you Arnold?"

"I can climb it with my bare hooves." Arnold held up his two forehooves.

"Okay then. I'll work on making the claws I'll use to scale the wall. I'll be able to melt these chains off of my legs the night of the plan, tonight. I'll need a little time to smelt the metal into what I need. Once we scale that wall, our magic will no longer be blocked. And we'll be free. By the way, what are you all in for?"

"Petty theft." Caret looked down at his hooves.

"Same here." Hilda patted Cerant on his back.

"I'm in here for breaking and entering." Arnold folded his hooves together.

"And they won't let you out?" Phonyyx's jaw dropped. These were all small crimes compared to what he did. "Wow, I'm lucky that I'll get this week to escape. Also, Arnold, one of the first questions you asked me was if I was The Boss. Yes, I'm The Boss." All of their jaws dropped.

"So. You're still claiming to be The Boss. Well, that means you stepped out of line. Now you pay the price." Phonyyx turned around to find himself face to faces with BAC. Considering my luck, of course, this would happen. Brutus grabbed Phonyyx and pulled him into the center of the rec room. "This little imposter is still claiming to be The Boss. Let's show him who the one and the only true boss is!" Brutus threw a left hook that hit Phonyyx right jab in his mouth. Phonyyx stumbled back a bit, holding his mouth. He spat and blood filled his mouth. The entire prison was chanting BAC, BAC, BAC "You know, I saw a purple unicorn try and get into here earlier, to see this New Blood. I think after I finish beating the crap out of you, I'll take her as a prize." That was it. Phonyyx's eyes turned blood red.

"She is not something you own!" With that shout, Phonyyx jumped onto Brutus's back and fought back. He used his chains to wrap around Brutus's mouth, punching him with his other free hoof. Phonyyx leaped off of Brutus. The prison slowly started to chant for Phonyyx. The Boss, The Boss, The Boss It started with Arnold, Hilda, and Cerant. This boosted Phonyyx's drive to win. He wasn't just fighting for himself, he was fighting for every pony in the prison. His eyes changed back from blood red to their normal blue. Phonyyx slid under Brutus, tripping him over with his chains. Phonyyx saw Cilcso charging at him, horn first. Phonyyx jumped up and kicked Cilcso right in his horn. Cilcso fell down and tried to get back up, but Phonyyx kicked him so hard, it tore his artificial leg off. One down, two to go. Phonyyx spun around to face Alixe. The Boss, The Boss, The Boss The chanting was getting louder and louder with every passing chant. Phonyyx ran to Alixe and drop kicked him sending him flying and landing on top of a table. One more to go. Brutus snuck up behind Phonyyx and trapped him in a bear-hug grip. Phonyyx's felt his ribs about to crack. Phonyyx's body heated up. His skin was scolding hot, Brutus dropped Phonyyx and screamed in agony. He was silenced by an uppercut from Phonyyx. Game and match. The entirety of the prison was chanting for Phonyyx. The Boss, The Boss, The Boss. Phonyyx walked over and pulled Brutus up by the head. "If you ever threaten my friends again. I won't be merciful at all." Phonyyx shoved Brutus back onto the floor. My friends. He walked back over to Arnold, Hilda, and Cerant.

"I can't believe that some pony actually beat BAC." Hilda wasn't flying anymore.

"I didn't do it just for me, I did it for all the ponies down here. Those jerks won't be in charge anymore. The plan happens tonight. Be ready."

The cell door slammed shut but didn't lock. Phonyyx waited a while, melting and smelting the metals into claws to use. He slipped out of his chains and into the improvised claws. He opened the cell door and silently crept up the stairs to find Hilda, Arnold, and Cerant all waiting for him. Arnold put a hoof up to his mouth. Phonyyx nodded. They walked up to the highest point in the rec room and began their ascent. Arnold punched up the wall, embedding his hooves into the walls with every step he took. Hilda carried Cerant and Phonyyx climbed up with his claws. The climb seemed to go on forever. Then Hilda called down to Phonyyx.

"We've made it!" Hilda dropped Cerant onto the ground gently. Arnold pulled himself up second, then Phonyyx lifted himself up with help from all three.

"Now, where are we?" Phonyyx turned around to see that they were still in the canyon. Phonyyx felt his magic return. He removed the orange jumpsuit and burned off the straight jacket. "I know where we are. We're underneath the Crystal Empire." Phonyyx trotted toward a tunnel and looked back to his fellow escapees. "Come on, I know how to get out of here." Phonyyx and the others ran up a tunnel and came out to a horrifying sight. King Sombra held Phonyyx's friends captured and Queen Chrysalis by his side.

Starlight had not believed what she saw. Phonyyx had attacked her friend. She was with Twilight, Rarity, Spike and Cadence visiting Phonyyx in the prison. He didn't speak. Not one word. Why? Why did you attack him? Shining came in and told them they had to leave. She was astonished at the size of the prison, in it were hundreds of ponies, and all wearing orange jumpsuits. They exited the prisons and didn't speak. There wasn't really anything to talk about. Maybe Shining will give Phonyyx mercy. It's his first offense. Another voice appeared in her head.

Not really.

"Who's there?" Starlight jumped at this new voice.

I'm not out there. I'm in your head. I'm one of Phonyyx's fractured personalities. I got here when Phonyyx entered your mind to wake you up. And this is a one-way street. No, there is not a part of your personality in Phonyyx's mind.

I don't like this. You're invading my privacy.

No, I'm merely hearing and seeing what you hear and see and the only thoughts of yours that I can see are the ones you think of consciously.

If you got into my head from Phonyyx entering my mind to wake me, then does that mean all the other ponies he woke up like that have part of his personality in him?

No, I entered your mind only.

"Starlight, are you okay?" Spike walked up to Starlight, who had been standing in one spot, not moving at all, for apparently no reason.

"Oh, yeah. I'm just thinking." Starlight reassured Spike.

"Phonyyx?"

"Yeah."

"I say he should rot in that jail for the rest of his life." That apparently pissed of the fracture in Starlight's mind.

Oh, yeah! Well, how would you like it if you were accused of enough crimes to be jailed for forty-thousand years. You little prick. The fracture screamed inside Starlight's mind. She bit her lower lip to get herself from screaming out the fracture's thoughts.

Quiet.

Alright. He's a prick. Spike had walked off.

Can you not scream at some pony? Starlight didn't feel hungry so she went to her bed. What did you mean earlier when you said that this wasn't Phonyyx's first offense?"

He's the leader of the Crystal Eyes, a criminal organization situated here in the Crystal Empire.

Were those ponies that cornered me in an alleyway earlier members of the Crystal Eyes?

Yes. Starlight entered her room and laid down on the bed. She saw the open door to the room that was once Phonyyx's. She got up and shut her door and laid her head to rest on the bed. She woke up half expecting to see Phonyyx in the bed with her. But she did hear his voice, sort of. Wake up, Starlight. And really, you were expecting to wake up in bed with Phonyyx?

"Shut it." Starlight was groggy that morning. All she wanted to do was lay in bed all day. But her stomach had other plans. Rrrmm "What time is it?"

How should I know? I can only see what you see. Starlight walked out of her room and saw a platoon of guards leaving Phonyyx's room. OH no. They did not just search my room. Starlight felt the personality take over and walk into Phonyyx's room. What did they mess with?

"I don't know and I don't care." Starlight tried to leave but her legs weren't listening.

I'm the one in control right now. I just want to check on a few things and then I'll give you back control. Starlight picked up a small bag and looked through it. She saw a small wrapping with something in it.

"What is that?"

You should take a look at it. Starlight picked up the wrapping and removed the cloth. In it she found a small, expertly crafted golden necklace with her cutie mark as the pendant. He made this for you. A tear dropped from Starlight as she laid her eyes on this magnificent jewelry crafted for her. Phonyyx made this for her and she didn't even try to help him when he was thrown in the jail. Starlight put the necklace back and ran to the prisons. There has to be a way to convince the guards or Shining Armor to let Phonyyx go. She ran down to the main building in the canyon.

"Guards, there's a pony in this jail that shouldn't be here! He was thrown into here yesterday!" No response came. Starlight tried again. Still no response. Starlight tried to force her way in but the doors where all magically sealed and locked. Defeated Starlight looked out to the hundreds of ponies in a rec room. One floor beneath her stood an ugly trio of ponies and the latest one stared at her with a malicious grin. Starlight backed away from the window. Then she saw a pony walk into the rec room from a set of stairs. It was Phonyyx. He walked over to a table with three other ponies and a bag of something. Starlight tried to get Phonyyx's attention but couldn't.

Starlight, stop. He can't hear you. Defeated, Starlight sat down. A guard came up and grabbed her.

"What are you doing here, this is a restricted place." The guard asked, not harshly but nicely.

"One of the ponies in there doesn't belong in there." Starlight felt a tear drop out of her eyes.

"I'm sorry miss, but no pony can leave this place. These ponies are all in here for the multiple different crimes. I am going to have to ask you to leave miss." Starlight wiped her eyes and obliged. Starlight headed back up to the castle and found the others talking with confused looks on their faces.

"What's going on?"

"Tell me I didn't arrest Phonyyx, because I don't remember doing that." Shining had a bag of ice up against his head.

"You did arrest Phonyyx."

"Shining Armor, what happened?" Twilight grabbed another bag of ice to put on Shining's head.

"I was walking down the stairs to see what the whole commotion outside was about and then I felt a headache and next thing I knew, I found myself stuffed in one of the janitorial closets. Ow." Shining leaned his head back.

"Wait, what about the Royal Protectors. Shouldn't they have been shadowing you for this kind of situation?" Rarity asked.

"I don't know, some pony might have known about them and taken care of them earlier."

"Or this was by another royal." Sunburst walked into the room with a book. "I found this. It describes the Royal Protectors. If one royal is attacked by another royal and both of them are under the protection circle of the Royal Protectors, then the Royal Protectors will not interfere."

"But, the only royals here that would fall under their protection would be Shining, Cadence, Flurry Heart, Twilight, Phonyyx,-" Starlight countered.

And Sombra.

"-and Sombra."

"Uh-oh. There's a way that the Crustal Heart can be destroyed forever. If a natural born alicorn uses dark magic to break it, it will stay broken forever. If broken by a natural-born alicorn using dark magic it will be broken forever." Sunburst looked up to find Cadence gone. She ran to make sure Flurry Heart was okay. She wasn't. Above her sleeping body was Sombra in his physical form.

"Get away from her!" Cadence shot a magic blast at Sombra, but he evaporated. Cadence grabbed Flurry Heart and ran to the exit, but was cut off by a shade. Cadence ran to the balcony and was about to fly off with Flurry Heart when Queen Chrysalis trapped Cadence's hooves in a sticky goo. The others ran up to the door but were blocked by the shade.

Tell Cadence to make a high-pitched whistle. Now.

"Cadence, make a high-pitched whistle. Now." Starlight yelled to Cadence as Sombra and Queen Chrysalis moved closer and closer to Cadence. Cadence made the whistle and behind her, a Royal Protector appeared.

"I will take Flurry Heart to a safe haven." The Royal Protector held out his hooves and Cadence gave Flurry Heart to him, and he flew away, out of the Crystal Empire.

"No!" Sombra smashed one of his hooves to the ground and a cage made of crystals trapped Cadence.

Run, go get Phonyyx's sword and cloak. I can sense them, they're in a safe. Starlight ran, following the fractures directions. She came upon an enormous safe and teleported into it. She scanned the safe and saw Phonyyx's sword and his cloak in a corner. She grabbed the sword and put on the cloak. She heard the safe door tear and looked back to see Sombra. Starlight teleported behind him and kicked him into the safe and reattached the safe door. She ran. What are you doing? Fight!

I don't want to. I'll be killed.

Not necessarily, I can tell you what to do. I'll make the thoughts and you follow them. Starlight stopped and slide around. She braced herself against a wall, she looked to her left and saw a group of shades charging after her. She swung the sword at them and it did hit some of the shades. The rest stopped and took a few steps back. Starlight shot them with a blast of magic. She looked back to where Sombra was and saw Queen Chrysalis. Okay, change of plans. Run. Starlight happily obliged. She ran down a corridor and saw Sombra waiting for her at the exit. He breathed shadow magic at her. Put the cloak up and run through it cloak first. Starlight grabbed part of the cloak and ran through it. She sliced at Sombra and was parried. Sombra had formed a scythe made out of crystals. He swung it overhead and Starlight raised the sword and blocked the attack. A blast of golden magic shot out from Starlight and hit Sombra. He screamed in agony. Starlight couldn't move, she looked down to see a pile of green goo at her hooves. A crystal cage surrounded her and then she realized that Sombra had already captured her friends, and her. She felt the crystals cut deep into her skin and the sensation of blood dripped underneath her.

"Now... Where is the alicorn child!" Sombra roared the question at Cadence.

"I don't know and neither will you." Cadence wasn't scared, she knew how to defeat Sombra, all that was needed was for some pony to activate the Crystal Heart. Sombra casted a spell on all of them, preventing them from using their magic. Starlight looked at Sombra and saw Phonyyx running out of a tunnel under the castle accompanied by three other ponies.

"Hey, Sombra. Why don't you pick on some pony else?" Sombra looked back to see Phonyyx.

"I thought you said he would never escape the Chateau d'If?" Sombra looked over to Queen Chrysalis. She looked just as surprised by Phonyyx as Sombra was. He looked back to his son, and thousands of shades and changelings appeared. Phonyyx looked back to the other ponies behind him.

"Run, this isn't your fight." Phonyyx looked back at Sombra and prepared himself for battle.

"Not a chance. You helped us escape from that prison. Now we return the favor, this is our fight." Hilda picked up a crowbar and Cerant readied his spells. Arnold tore off part of his orange jumpsuit and wrapped it around his forehooves. Phonyyx looked around him at these ponies, they were still helping even after he told them to run. He summoned a sword made of crystals, but his first objective was to get his sword and cloak. He then saw Starlight wearing his cloak and had his sword. What is she doing with my sword and cloak? Cadence was nodding towards the Crystal Heart. Right, activate that and Sombra is done for. Phonyyx ran for the Crystal Heart only to be stopped by Queen Chrysalis. Phonyyx shot her with a blast of fire, and Queen Chrysalis dodged out of the way. Arnold and Hilda jumped straight into the army of changelings with Cerant providing covering fire from afar. They didn't know where they were going, and next thing they knew, they were a good ways away from the castle. Phonyyx, however, still had to deal with the rest of the army, Queen Chrysalis, and Sombra. Phonyyx was about to activate the Crystal Heart when Sombra hit him with a dark magic shot. Phonyyx felt Sombra's influence grow. He looked down to see his body turn a darker shade than it normally was. Phonyyx closed his eyes in pain as the influence covered his entire body. He opened them to reveal green eyes surrounded by an aura of shadow magic.

"Hehe," Phonyyx chuckled to himself as he raised his head and retrieved his sword and cloak.

"Son, do my bidding." Sombra looked on to his creation. Phonyyx teleported away and returned with the shadow crystal and the spell Starlight gave him. He put a hoof, covered in wisps of shadow magic, up to the Crystal Heart and the moment he touched it, it shattered.

"No," Starlight screamed. The others stared in disbelief, Phonyyx had betrayed them. The sky turned a brown-orange color, the storm clouds of the frozen north crept upon the Crystal Empire, and the crystal ponies lost their shine. Phonyyx walked up to each of the captives and read the spell, forcing their magic out of them and into the shadow crystal. Even Spike, he couldn't breathe fire anymore. Phonyyx reached Starlight and saw the look in her eyes, his eyes turned blue for a second, then back to green surrounded by shadow magic aura. He sapped Starlight's magic and turned to Sombra and appeared to give the crystal to Sombra. But he teleported behind him and placed the shadow crystal into the remains of the Crystal Heart. He began casting a spell on it and it began to reform itself. Sombra charged at Phonyyx. Phonyyx split and told his body to continue casting the spell. His shadow grew crystals out of the ground to protect his body. Sombra summoned a scythe out of crystals, but Phonyyx grabbed his own sword and blocked the attack. He kicked Sombra square in his chest. He staggered back and pointed his scythe at Phonyyx's body and roared. Phonyyx jumped back to protect his body, without him it would take longer to cast the spell. Thousands of shades rushed Phonyyx. Then a blast of magic came from another source. Phonyyx looked over to see Cathin and Maryl fighting towards him. He looked further back to see Selena, Bralen, and Cobalt running towards him as well.

"We accept your proposition, now let's clear out these shades." Cobalt jumped into the fray with an enormous ground pound that sent a shockwave out in all directions, Maryl was punching to her hearts delight, Selena was throwing daggers left and right and retrieving them, while Cathin was firing numerous spells and his brother Bralen was spinning the improvised war hammer around, catching shades left and right.

"Did you really start the party without us." Arnold charged in with Cerant and Hilda right behind him. Now Phonyyx only needed to finish the spell fixing the Crystal Heart. He saw Sombra staring him down.

"We both know what will happen if you activate that." Sombra walked closer to Phonyyx.

"I don't care. If it means protecting my friends, then I don't care what it does to me." Phonyyx looked over to see if his body was done fixing the Crystal Heart. It needed more time.

"Then you'll pay the price."

"So I will." It still wasn't done. He needed to stall Sombra.

"Rethink what you're doing, you can rule with me. Together we will rule all of Equestria."

"A tempting offer, but one problem. Ruling a nation sucks." The Crystal Heart had been repaired. Phonyyx jumped back into his body and Sombra lunged at him, but Phonyyx activated the Crystal Heart first. A wave of light and love was sent out. It transformed every pony into a crystal pony and launched Sombra into millions of tiny pieces. The changelings remained, however; but they left without a word. Phonyyx was also transformed into a crystal pony, but in the place of his heart was a crack, covered by his cloak. The blast freed the others and sent the storm clouds back. Starlight dropped down and felt a rush of well-being wash over her. But her cuts and wounds still bleed. Phonyyx ran over to her and healed her. Phonyyx felt the pain inside him from activation the Crystal Heart and killing his father.

"Where's Flurry Heart?" Cadence was running around trying to find the Royal Protector that held onto her daughter. Phonyyx whistled and the Royal Protector shortly followed with Flurry Heart in short tow. Cadence retrieved Flurry Heart and snuggled her affectionately. Phonyyx walked over to Sunburst.

"Phonyyx, Sunburst's not a chang..." Starlight started to talk, but she was hushed by Phonyyx putting a hoof up to her mouth.

"Sunburst,-" Sunburst jumped at Phonyyx's sudden talk "- I was wrong, you're not a changeling like I thought. And I am sorry for what I did." Phonyyx held out a hoof and Sunburst accepted it.

"Hey, we all make mistakes. It's a part of life." Sunburst chuckled slightly at the new awkward friendship he formed with a pony that tried to kill him a day earlier.

"I think its time to go home. What do you all think?" Twilight asked her friends.

"Home, that's something I never had. Yes." Phonyyx stared up at the castle. "This was never truly my home, I left and never returned." Phonyyx went to his room and grabbed the things he brought and saw the necklace on the floor. He picked it up and wrapped it in the cloth and placed it back into his bag. Phonyyx walked out to find Arnold, Cerant, and Hilda waiting for him. "I have a proposition for you three. I saw your incredible fighting skills out there. I believe you three will be important assets to a little team project that I have planned. It will include rigorous training, but you'll all be well fed and well paid, and you will play an important role in the protection of Equestria. What do you three say?"

"Hell yeah," Arnold smirked at the prospect. Caret and Hilda nodded in agreement.

"Well, then. You three should start packing up whatever you wish to take. It's a long ride to Ponyville, and we leave in about an hour."

Training Begins

The train was halfway to Ponyville when Twilight spoke up.

"Um, Phonyyx, why did you bring eight ex-convicts and criminal gang members with us to Ponyville?" Twilight looked awkwardly at the hooded pony.

"You'll see," Phonyyx replied. "First, time for introductions. This is Bralen, Cathin, Maryl, Selena, Cobalt, Hilda, Cerant, and Arnold." Phonyyx pointed to each pony respectively.

"What do you mean by, You'll see?" Rarity asked while trying to not make eye contact with any of the ponies. Difficult since they wouldn't stop staring at her, Twilight, Starlight, and Spike, who had his eyes narrowed into slits.

"Yeah, you still haven't even told us what you want from us." Maryl turned to face Phonyyx.

"It's not what I want from you, it's what I'm going to do for you." Phonyyx was staring out of a window. "How much longer till we get there?"

"We're only half-way there," Starlight responded. "Where are they going to stay?"

"At my house." Phonyyx yawned. I'll need to expand on the house to make their rooms and rooms for the equipment I need. Phonyyx drifted off into his mind thinking of how to make the extra rooms appear. He could easily do it himself but, it would be tiring and require time. Time he didn't have much of.

"Phonyyx."

"Hm?" Phonyyx turned to see every pony looking at him. "What?"

"You want something to eat?" Starlight nodded over to a waiter.

"Salad." The waiter pulled out a salad and handed it to him.

"Thank you." Phonyyx plunged his head into the salad. He finished it and looked up to see Ponyville not far in the distance. "We're almost there." The train came to a full stop soon and the ponies exited. Phonyyx told the recruits to follow him. He went to his house and quickly counted the number of rooms and beds. Just enough if he gave up his room and Bralen and Cathin doubled up in the same room. "Alright if would all choose a room, but Bralen and Cathin, the two of you will have to double up." The two brothers nodded in agreement, they had done this sort of thing before. "Put everything in your rooms and meet me outside in about 10-15 minutes.

All the ponies stood in a line facing Phonyyx.

"Alright, I brought you all to here to train you to be Princess Twilight's royal guard. I have thought hard about these decisions. You all have the potential to be guards, but first, you'll need training. First, what is the best weapon? Is it A, a sword, B, magic spells, C, war axe, D, gauntlets for punching, E, Daggers, or F, all of the above and more?" Each pony answered with the weapon that they personally liked the most. "Wrong, its F, all of the above and more." The ponies looked confused. "A good warrior knows not one weapon, a good warrior knows all weapons. A warrior should know how to adapt and change, especially in the middle of combat. Now, I have seen all of you fight individually, but I need to know how you all fight together. So, you all fight me. If any of you can land a hit on me, then you're ready. Also-" Phonyyx removed all the weapons they had and his own sword and cloak, "-no weapons, but you can use anything you find here. Now, begin." All of the ponies first tried to dogpile Phonyyx but found he had moved back a few steps. Selena grabbed a rock and threw it at him with deadly precision, but Phonyyx was faster. He flattened down to the ground allowing the rock to sail harmlessly above him. Selena picked up more rocks and continually threw them at Phonyyx. While distracted by an assault of rocks, Phonyyx didn't see Bralen sneak up behind him and try to grab him; shouting while doing so.

"Surprise!" Bralen yelled as he jumped Phonyyx. Phonyyx sidestepped the attack.

"A sneak attack doesn't work if you announce yourself." Phonyyx sensed the magic build up and jumped back as Bralen released a blast of magic. Maryl flew towards Phonyyx, intending to knock him down. Phonyyx saw her out of the corner of his eye. Phonyyx dropped down and gave a quick uppercut to her in the chest. Maryl dropped and wrapped her hooves around her stomach.

"I think I'm going to hurl," was all she said before she lied down. Arnold charged Phonyyx, only to trip over Maryl.

Either not very observant of his environment or not caring at all. Probably a bit of both.

"Now, it's my turn." Phonyyx bolted forward to Arnold, knocking him down and picked up a stick; spun around and blocked Hilda. She tried to karate-chop him but he jumped back, leaving the strike to hit Arnold. Phonyyx dashed forward and clotheslined Hilda with an outstretched wing. Cathin picked up a branch and swung at Phonyyx. The branch was stopped by Phonyyx grabbing it and began a tug-o-war with Cathin to see who would get the weapon. Cathin forced his end down and hit himself in the top of his head, causing the other end to jerk up and nail Phonyyx in the bottom of his jaw, but Phonyyx remained unfazed. Cobalt charged towards Phonyyx. Phonyyx moved slightly, but not enough to completely avoid him. Cobalt bumped him slightly. Phonyyx used the force of the hit to his advantage, spinning around to swipe Cobalt's feet. Phonyyx felt a small rush of wind past his neck and the blast followed soon. Phonyyx put up a shield of magic to block the brunt of Cerant's blast, but he still got hit by the edges. Dropping the shield, Phonyyx teleported behind Cerant and sent a wave of shadows towards him, knocking him down, but not too powerful to hurt him. Phonyyx didn't want to break him, or any of them. But Cerant was actually tougher than he seemed. He stood back up quickly and sent another blast at Phonyyx. Phonyyx deflected it with a shadow shield. Phonyyx felt a tiny scratch on his back and spun to find a flurry of rocks heading towards him. He repositioned his shield to block the rocks, leaving him open to attack from the back. Arnold grabbed Phonyyx and pile-drove him to the ground. Phonyyx grabbed Arnold's head and pulled forward, using the momentum of the fall to slip Arnold's footing.

"Now, Cathin!"

Phonyyx turned to find Bralen being magically propelled into the air towards him. Bralen grabbed Phonyyx and rolled along the ground with him. Phonyyx shot out his wings. Bralen was sent tumbling forward while Phonyyx was freed from the grasp. Hilda bolted past Phonyyx, clotheslining him in the back of his head. Phonyyx was slightly disoriented. Maryl, seeing an opportunity, jumped to land a hit, but found Phonyyx had recovered and was above her in a second.

Not again. Maryl thought, remembering the first time Phonyyx got there and history repeated itself. Once again Maryl was forced to the ground. She punched the ground and jumped at Phonyyx. He put up a shield to block her attacks, but it didn't do much good. Maryl was pissed, she punched the shield again and again. Her hooves glowed slightly and cracks grew into the shield as it resounded with every hit it took until finally shattering, leaving Phonyyx open to one furious left hook from Maryl. Phonyyx felt the full force of the punch as it connected with his cheek and jaw, sending him sprawling to the ground.

"That hurt-" Phonyyx forced himself up and steadied as the pain from the blow began to fade away "-good. You were all able to get a hit in on me."

"What?" all, sans Phonyyx, said simultaneously.

"Why didn't you tell us when one of us hit you?" Bralen asked.

"Multiple reasons. Your enemies are not going to tell you when you've won, that's for you to find out. And you all need to pay attention to every little detail," Phonyyx told them. They had to admit, Phonyyx was right. Their opponents weren't going to likely give them luxuries. "Now, each of you go and get some rest. Tomorrow early morning. Out here. Tomorrow the true training begins." with that, Phonyyx gave them back their weapons and re-sheathed his sword and put his cloak back on.

"What time do you want us to be out here?" Selena asked.

Phonyyx thought about it for a moment. "Sunrise." As the group returned into the house Phonyyx looked around him, thinking of how they handled themselves fighting him. It wasn't terrible, but it wasn't perfect either. Sigh. They were going to need more than just his training. Well, maybe Yee will train them.

Whoosh!

Phonyyx pulled his cloak tighter around himself, blocking the winds from knocking him down. "What is going on?" The winds finally died down and Phonyyx looked up to see a shadowy figure staring him down. "What are you?" Phonyyx didn't get an answer. Instead, the creature lunged at him.

The night was cool. It was dark. It was beautiful. Starlight, still asleep, rose herself out of her bed. She opened her eyes, but they weren't her natural color. No instead they were blue. She walked over to her desk and pulled out a piece of paper. On it she wrote a letter, addressed to the Crystal Eyes. She slipped out of her room and into the hallway. She wandered for a few minutes, searching for an unused room. She passed by one door and stopped. Phonyyx's room. Perfect. She entered and set to work. She opened a drawer etched a small magical rune on the bottom. She placed the letter in the center and whispered to it. "Tes." The rune glowed and the letter was gone. Satisfied. Starlight closed the drawer, returned to her room, and went back to sleep.

In the Crystal Empire an underground, buzzing, society of thugs, cutthroats, and thieves congregated; the Crystal Eyes. In the center of the leader's office, a letter popped into existence in front of Aren, the leader. He was taken aback at first. Nopony used a letter rune anymore. There were more conventional methods of delivering news. It floated in the air, waiting to be read. Rolling his eye's he opened it.

Phonyyx has been poisoned, now all he needs is the catalyst. He is currently in Ponyville. Act fast, he won't stay in one place for long.

Aren blinked once. Then twice. And a third time just to be sure. Somepony had poisoned Phonyyx? He knew Phonyyx had been spotted in the Crystal Empire recently, but Aren didn't know that somehow Phonyyx had been poisoned. This was excellent news. "Guards!" Aren barked. The guards outside his office glanced at him, signifying their attention. "Bring me Yorlet. Now!" The guards left and returned five minutes later with another unicorn. She was young, just barely into her adulthood. Aren nodded to the guards. They let go of Yorlet and left.

"Yes?" Yorlet asked.

"I have a mission for you. It isn't like any of the ones you've done before. This one will be difficult. I want you to poison a target-" Aren revealed a small vile of green and purple liquid, "-with this."

"Who is the target?"

"Phonyyx. We have intel that suggests that he is currently in Ponyville. Now, you need to apply the poison to your blade and go for his neck. That is the only way for the poison to work. Do you understand me?"

"Yes, sir!" Yorlet saluted Aren.

"Good. Now go." Yorlet took the vial and left.

The sun rose in the distance. Bralen, Cathin, Selena, Maryl, Cobalt, Hilda, Cerant, and Arnold all stood outside the house. Phonyyx wasn't anywhere in sight.

"Where is he! He told us to wake up this early and he doesn't even show up at the time he set!" Maryl groaned aloud.

"Maybe he wants us to find him?" Cathin suggested. A shadow flew overhead past the nine ponies.

"That better not be him," Maryl said through gritted teeth, she took to the skies.

"Maryl! Wait!" Cobalt shouted, but it was no use. Maryl was already high in the sky, chasing after Phonyyx. "Somepony go get her before she gets hurt or worse.

"Okay," Hilda said taking off after Maryl. Maryl was further ahead but Hilda was a faster flyer. Hilda caught up to Maryl and grabbed her. Maryl was jerked back and looked back to see what stopped her.

"What do you think you're doing!" Maryl yelled to Hilda.

"Cobalt told you to stop. When you didn't listen, he told me to come get you."

"Well, he's" -Maryl pointed to Phonyyx- "being a dick."

"Maybe he's testing us. Trying to see if any of us won't listen to each other? Look, just come back to the others." Hilda turned and flew back to the rest of the group with Maryl grumpily following. When the two pegasi finally got in eyesight of the others, they saw them looking at something on the ground. Hilda and Maryl landed in front of them. "What are all of you looking at?" Hilda stepped forward to get a closer look. It was Phonyyx's cloak and sword.

"You two remember Phonyyx getting these back off the ground yesterday, right?" Arnold asked.

"Yeah, what are they doing here?" Hilda asked.

"And not on Phonyyx?"

"Did something happen to him yesterday after the fight?" Selena proposed.

"It's possible, but no way to tell for certain," Cathin picked up the sword and inspected it closely, hoping to find something that could tell them what happened.

"Maybe there is. Cathin, the memory spell," Bralen spoke up.

"What! I can't do that. You remember what to me happened last time!" Cathin dropped the sword, his knees shaking and his body felt a cold shiver all over.

"Bralen, what is this memory spell?" Cobalt asked.

"Well, the spell can be either performed on a pony, allowing you to see that pony's memories, or an object, allowing you to see the objects memories. Like, when it was created, and more recent or more prominent memories. Cathin has done it before, but refused to do it ever again."

"I won't do it!" Cathin stated vehemently.

"Why not Cathin?" Cobalt asked Bralen.

"The first time he did it, he was left mentally scarred from it. He's refused to tell anypony what it was he saw," Bralen answered.

"What if he shared the memory with us. Not have to do it on his own?" Hilda suggested.

"It's possible." Bralen turned to his younger brother. "What do you say Cathin?"

Cathin turned back to face them. He looked from one face to another. Sigh. Finally, Cathin spoke. "O-okay."

Cathin put the sword down on the ground. "Everypony, form a circle around the sword." Bralen, Cerant, and Cobalt sat around the sword. "I said everypony."

"But, we can't perform magic," Maryl told him confused.

"None of you will need to. I'll perform the spell and cast the first part on all of us, then on the sword. The first part will select the ponies to see the memories, the second is of whose or what's memories will be viewed." Selena, Maryl, Hilda, and Arnold sat down around the sword with the others. Cathin focused his magic and glowing tendrils warped from his horn to the heads of all seven others. The tendrils crawled towards the sword. Each of their eyes flashed a brilliant white once the tendrils reached the sword.

It was hot. Hotter than the hottest summer days in the desert above an active volcano. A cold and metallic taste tinged their tongues. Great sparks of fire sprouted up in a rush and slowly drifted back down. It felt as if a great hammer was pounded down on their backs. With every strike, more sparks flew upwards. The heat grew more and more until finally, it felt as if they were on fire. The metal appeared to morph itself into the shape of a blade. A seed was placed on the smaller end and a miniature tree grew up the handle of the sword, stopping right at the hilt. A knife carved off most of the tree, leaving a handle for the blade. It gleamed in the light of crystals. A single, final touch was added. A blue crystal was placed on the crossguards and shone brightly.

A new sight formed in their minds. A small silver colt was playing under a bed. A door swung open and the colt fell silent. Hoofsteps filled the room. The colt stifled his own giggles and laughs. Whoever he was hiding from shrugged and turned to leave. The colt heard more hoofsteps and the door close. Giggling, he crawled out from under the bed and tiptoed over to the door. But he was grabbed in a field of magic. "Aaahhh!" He was flown to the edge of the room where the other pony stood. He was tall, with a longhorn, a well-groomed mane, and wore a royal cape on his back.

"I thought you'd hide somewhere in here," the unicorn said affectionately nuzzling the much smaller colt.

"How'd you know dad?" The colt asked.

"I heard you giggling."

"Darn it." The unicorn chuckled.

"Phonyyx, I have something for you." Phonyyx's face lite up like the sun when he heard those words.

"What is it?"

"You'll see. Follow me." The unicorn placed Phonyyx down and walked out the door. Phonyyx quickly bounded down beside his father. Phonyyx's father opened a door and inside was a table. On the table was a tightly wrapped gift. Phonyyx looked up to his father gasping in joy. "Go on. Get it." Phonyyx grabbed his father's hoof and pulled him along. "Whoa!" Phonyyx stopped in front of the table and climbed up. He picked up the brown object and unwrapped it. It was his sword.

"Wow." Phonyyx looked over at his dad and smiled, who smiled back in return.

"Phonyyx, this sword has been in our family for generations. The old says that it was made by the elder gods. My father gave it to me when I was about your age, and now, now it's yours. And this-" his father picked up the cloth that wrapped the sword and placed it on Phonyyx's back "-is a cloak. You said you wanted one, here it is." Phonyyx pulled his hood off and put the sword down. He turned to his father and jumped at him. He grabbed his father in a tight hug.

"Thank you, dad," Phonyyx said holding his father in the hug. His father gave a loving look and returned the hug to his son.

"Come on now. You'd better learn how to use that," the father told Phonyyx.

Finally, the memory they were looking for appeared. A dark shadow held Phonyyx in a black, oily, grasp. Blood poured down from Phonyyx's neck and he was struggling to breathe. Not just him, all of them. They all felt the same grasp on their necks and the feeling of blood seeped down their necks. The sword laid on the ground along with Phonyyx's cloak and the creature crackled. A flash of black and both the creature and Phonyyx were gone.

"Aahh!" all of them yelled once the spell ended. Cathin rubbed his neck, making sure it was still attached.

"What was that thing?" Hilda asked, looking around to make sure that thing wasn't watching them.

"I don't know," Cathin answered. "Nor do I know where it went with Phonyyx."

"I have an idea," Cerant spoke up. "Magic leaves an imprint whenever and wherever it is used. A teleport spell can be redone, allowing one to go where the original spell did."

"Can you do that Cerant?" Arnold asked the elder unicorn.

"Maybe. But first, we need to find the exact spot that the teleport spell was performed." Everypony spread out, searching for a slight shimmer in the air. That's where the spell was performed.

"Here!" Bralen called out to the others. In front of him was a shimmering thing. Everypony gathered around it in a circle.

"Okay. Here it goes," Cerant said, bowing his head to perform the teleport spell. The shimmer pulsated in and out, encompassing each of the ponies and receded, only to expand again. Cerant focused on the magic in the shimmer. There was a short blinding light and the world around each of them twisted and distorted into one that was unfamiliar.

It was cold, damp, and dark. Phonyyx's cloak and sword laid on the stony ground. A chilling howl whispered throughout the cavern. "Ow." Cerant rubbed his head. "Where are we?" Cathin produced a ball of light from his horn and illuminated the mysterious surroundings. Cerant, Bralen, and Cobalt formed their own balls of light as well.

"We're in a cave," Cathin announced, surprised.

"Well, thank you captain obvious!" Maryl retorted to Cathin.

The cave walls were covered with a sickly, oily substance that seemed to breathe. Slow, long-drawn-out pulsating blobs of black stuff. The cavern led down two opposite directions. "How are we gonna find out which way Phonyyx is?" Arnold asked.

"I might be able to find him," Selena murmured weakly.

"How, Selena?" Maryl asked her friend.

"Just, could everypony be quiet for a minute, please?" Everypony fell silent at the request. Sighing, Selena closed her eyes and focused her ears. The cave came alive in her ears. Every faint whisper of air, the scampering of every miniature creature roaming throughout, running water, and the slow breathing of another pony. "I found him. Down that way." Selena pointed a hoof at one of the winding tunnels.

"Okay, let's go." Cobalt picked up Phonyyx's sword and cloak and led the way down the winding cave tunnel. Selena directed them through the winding tunnels. They had been walking for half an hour when the tunnels opened up to reveal a large cavern. The cavern ceiling was probably sixty or seventy feet above them. A small plane of green grass was in the center, surrounded by a river on all sides. A waterfall from the ceiling fell down to the feed the rivers.

Phonyyx sat calmly in the center of the grass with closed eyes. Sensing he was not alone, he opened his eyes and was surprised to see the eight ponies. "You eight are early."

"What?" Cobalt put a hoof up to his ear.

"What?"

"Did you say something?"

"Huh." Phonyyx shook his head and teleported to the ponies.

"What did you say?" Cobalt asked once more.

"I said that you eight are here early. I wasn't expecting you guys to figure it all out until at least the end of the day, and longer to find me."

"What do you mean?" Cathin asked.

"Wait, how did you all find me?"

"We found your sword and cloak and, well Cathin here was able to perform a memory spell on it," Cobalt answered, handing Phonyyx his sword and cloak.

"Hmm," Phonyyx said curiously. "Did any of you notice a black pony-like creature flying over you earlier?"

"Yeah! I went after it, but Hilda stopped me from following it. Why?" Maryl spoke up.

"That was me. I used an illusion spell. What you guys were supposed to do was find out what that creature was, and if you'd look in the right places, discover that this is the rumored home of the creature. But instead, you guys found a different way to pass the test, impressive. I guess I'll have to devise a different way of testing all of you."

"This was a test?" Bralen asked, confused.

"Yes, to see how you guys work together as a team. But, how did you guys make it here so quickly?" Phonyyx asked.

"We performed a teleport spell at the spot that the creature teleported you at," Cerant answered.

"Well, time to head back to the house. Might want to bunch up." Phonyyx's horn lit up and a circle on the ground around them appeared. The world twisted and distorted, reshaped itself. When reality reappeared, they were back in front of the house.

Father's Day

King Sombra trudged through the howling snowstorm. A dark grey scarf wrapped around his neck blocked his mouth and nose from the freezing cold. He was a fool to think that he could possibly make it back to his empire before the snowstorm descended on him. The icy wind howled whipped the ends of his scarf wildly in the air. Sombra’s breath was visible as he breathed heavily. In the distance, he heard a painful screeching and saw multiple bright flashes of red. Sombra quickened his pace, now galloping towards the sounds and bright flashes. His horn glowed a dark purple and a sword made of red crystals formed next to him.

When he was finally within eyesight of the commotion, the sights and sounds halted entirely. A small nest laid on the ground. Dozens of cracked and smashed eggs littered the immediate vicinity. The dead body of a male phoenix rested in the center of the nest, clutching a single, remaining intact egg. Further beyond was a dead full-grown dragon. Burnt and scorched all over. Sombra’s crystal sword dissipated at the sight. Kneeling close to the remaining egg, Sombra wrapped it in his magic and brought it closer to himself. Unknowingly, his dark magic concentrated into the body of the creature inside the egg. Sombra wrapped the egg in his scarf, protecting it from the harsh cold.

King Sombra entered the Crystal Empire Castle, he unwrapped the scarf from the egg and begun inspecting the egg for any cracks. Were his own eyes playing tricks on him or had the egg gotten, bigger? Putting off the thought, Sombra determined that it was still in pristine condition. A servant nearly ran into the king. "King Sombra! My apologies for intruding, but the protective field. It's shrinking. Those near the edges of the field are starting to be covered in layers of snow."

"Okay. I want all the residents in the furthest districts to move further into the city. And send out patrols of guards to search for anypony that may be unable to get here themselves. Quickly." The servant nodded and she was off to deliver the orders she had been given. Sombra returned his attention to the egg once more. Okay, this egg was definitely getting bigger. It was the size of the Crystal Heart now. "Just what are you?" Sombra asked, levitating the egg for closer inspection.

King Sombra levitated book after book, scroll after scroll, tome after tome but nothing mentioned an egg that grew in size. Looking back at the egg, Sombra rubbed his chin in contemplation. That’s when he noticed the patches of ice formed on the egg. The air around the egg dropping to a near shiver. Sombra could see his own breath. Moving as fast as he could, Sombra brought the nearly frozen solid egg to an open flame. It worked and most of the ice melted away. Wait. Where was that book on phoenixes? Digging back through a pile of books the king had created, he pulled out the one book he had been looking for.

To keep their eggs warm, a father phoenix will envelop the eggs in a flame created from the phoenix’s own body. If not keep within such extreme heat for warmth, the unborn young will perish. The fire serves another purpose, a phoenix egg will absorb any and all heat in the immediate vicinity. When in the fire, the egg will be drawn from the flames and not their parents or siblings.

Sombra carefully set the egg in the midst of the fireplaces flame. The final remaining patches of ice melted away and the air no longer felt like it was a fridge. Sombra sighed and sat down in front of the fireplace. Looking closely at the egg, he swore that he saw what looked like the outline of a pony inside the egg. One moment it was there, then -just as it had appeared- it was gone.

King Sombra peeked his eyes open. He was still within the castle library. He must have fallen asleep. Sombra looked over at the fireplace. The fire had died down with black, charred wood logs in it and the egg was in pieces. Small black scorch marks on the crystal floor lead from the fireplace to Sombra’s side.

A small, silver coated pegasus pony slept beside him. Its mane was a grey coloration with a single, large streak of black inside both his mane and tail. It rustled in its sleep and revealed a curved horn. So there sat King Sombra, latest king of the Crystal Empire with a silver colt sleeping beside him. The servant from the night before walked in. "King Sombra. The blizzard has died down and... What is that?" asked the servant, pointing to the silver pony.

"I-I don't know," Sombra answered, baffled at the pony. The silver pony opened his mouth and yawned, stretching his wings and feet in all directions. The colt opened his eyes and looked up at the dark unicorn curiously.

"Well whose is he?"

“I don’t know.” Sombra shook his head. "You were going to say something when you entered."

"Oh, right. It’s good news and bad news. Good news is the blizzard has stopped. The bad news is that the storm got worse and worse over the night. Both the entirety of the outer and most of the central districts are covered in snow along with the majority of the food storages."

"Okay. I want the castle chefs to start preparing food. No fancy foods and every resident gets an equal share, but the elderly, injured, and young get served first. Next, I want every able-bodied pony strong and healthy enough to start helping with the clearing of the snow. Have the pegasi keep the skies clear to let sunlight in. Every mage working on providing extra heat and to help remove any large debris with their magic."

"Yes, King Sombra.” The servant turned to leave.

"Emerald Reed."

"Yes?"

"Let’s keep him-" Sombra pointed to the colt, who was now harmlessly munching on one of Sombra’s hooves, "-out of the public eye. At least until we know what to do with him."

"Okay."

Turns out, that wasn’t going to work quite so easily.

King Sombra walked through the Crystal Empire Castle kitchens. Chefs cooking hundreds of dishes and meals for the citizens of the Crystal Empire. Flames flew up from the ovens and the overture of chatting and orders being made almost drowned out the single, terror scream from one of the servants. "THERE’S A CHILD IN THE OVEN!" Sombra quickly raced down to where the servant was. Inside a light oven sat the silver colt, mindlessly eating a loaf of bread. Keeping the panic in him under bare control, Sombra pulled him out of the oven. A wave of water fell on the colt, dousing the flames licking from his silver coat.

After the general panic had left, almost everypony gathered around the colt, gawking at him. While they had heard tales of two ponies with both wings and horns in the south of the Crystal Empire, they had never seen such a creature. And certainly never saw a colt survive sitting in the flames of an oven without even having a single scorch mark. The silver colt took notice of the crowd gathered around him and stopped munching on the bread. His eyes locked onto King Sombra and he leaped for the familiar face.

Despite Sombra’s attempts to quell them, rumors quickly spread about the silver colt. Luckily, the incredulousness of the rumors kept most from believing them. So next was the problem of the colts nature. He constantly wandered off, disappearing for hours at a time. And the only two ponies he trusted were King Sombra and Emerald Reed. Sombra swore that this little colt was going to be the death of him. The biggest problem was the colts magic. It wasn’t normal magic. It could catch itself on fire at will and seemed oblivious to the dangers such an action brought forth, not just to the colt, but to those around him as well. It would always act jovial when catching itself on fire. Not to mention the normal magic it could perform. Teleporting randomly, luckily that one was rarely done. A few times a stray blast of magic would fly past Sombra -and once a blast hit his mane, creating a perfectly circular hole- and leave a scorch mark on the next thing it hit. Luckily Sombra had Emeralds help with the young pony. She acted as a mother to the colt, putting him to a bed and feeding him. Sombra himself wasn’t sure about the colt. But he did enjoy entertaining the young colt.

Then a group of the cities most important and influential figures held a meeting with King Sombra. They wanted the colt to be watched or detained in some way, they preferably wanted him to be detained. King Sombra could see their reasoning, the colt was a danger. But still, he said no.

"And why not, King Sombra?" one of the ponies asked.

At first, Sombra couldn’t give any justifiable answer. "Because." his eyes wandered around the meeting room. It was filled with heirlooms. One, in particular, caught his eye. It wasn’t anything special to a normal pony, but to Sombra, it was the most important heirloom he had. A double-edged sword. Passed down his family for generations, given from father to son when the son is of age to be a stallion. "He’s my son," Sombra blurted out. He wasn’t sure what made him decided to say that. He said it without thinking, but when he said it, it felt right.

Later that day, Sombra was watching the silver colt when Emerald Reed walked in. Sombra was already certain he knew what she had to say and her next words confirmed it. "I heard that you claimed the colt to be yours during the meeting earlier today."

"Yes," Sombra told her. For the next few seconds, Sombra thought about what he had said. "Was it the right decision?"

"I cannot decide that for you my king."

"Emerald. Do you remember what those two ponies rumored to have both wings and a horn are called?" Sombra asked her.

"I believe they were called alicorns. But remember where the tale of those ponies came from." Sombra remembered the old drunken ship captain that was shouting off on those tales. "Anyway, have you named the colt?" Emerald’s question was basically a wake up slap to the king. As he hadn’t thought of a name for the colt. He is a pony, and he hatched from the egg of a phoenix.

"Phonyyx. That is my son’s name."

It took Emerald less than two seconds to work her way back as to how Sombra came up with the name. "Phonyyx, really? That’s just pony and phoenix crossed together."

Sombra looked at Emerald with a hint of confusion. "So? That’s what he is."

"You have to come up with a better name than that."

"No," Sombra responded in a tone more fit for use by a toddler stubbornly refusing to share their favorite toy. Emerald simply rolled her eyes at Sombra, both of them holding the hint of a smile on their lips. Not many ponies knew about King Sombras more childish side, and even fewer ever saw it unimpeded. Emerald Reed was the rare pony that saw this side of Sombra almost daily.

Four Months Later

Sombra quickly and easily countered Phonyyx’s sword. "Come on son. Don’t just attack mindlessly. Plan out your blows before."

"I know dad. It’s just this sword is heavy." Phonyyx tried in vain to lift his brand new sword to the proper position. Phonyyx extended his magical grasp to encompass the handle and blade.

"You’re holding it wrong. Don’t hold the entire sword, just the handle."

"But it’s the only way I can use it. It isn’t heavy like this," Phonyyx responded. He swung at his father, but Sombra just parried the strike.

"Phonyyx, when you hold the sword like that, there’s no weight to it. It's practically a piece of foam. You need weight on the weapon to make your strikes effective." Phonyyx refocused his magic to just the handle of the sword.

"I swear dad, this sword gets heavier every day." Phonyyx closed his eyes and strained to lift the sword. Two magical overglows appeared on his horn and he finally lifted the sword to the position. "Hey, I got it!" In one swift movement, Sombra swung his sword upward, knocking Phonyyx’s sword into the air and into his own magical grasp; Phonyyx’s joy was swiftly cut down.

"AAAHHH!" Phonyyx shouted in a hilarious attempt at a battle cry and playfully tackled his chuckling father to the ground. The two swords fell harmlessly to the ground. Phonyyx picked them up and held the butt ends of the swords to his father’s neck when he noticed something off about one of the swords. "Wait. Dad, your sword... its light."

"Good. Because that isn’t your sword. Yes, the swords have been getting heavier, because I’ve been giving you a heavier sword to spar with. My sword weighs the same as your sword. Now you're ready for an actual spar."

"But why did you give me such heavy weapons?"

"So you could be able to hold the sword. Make sure it wasn't too heavy for you."

Phonyyx swung his actual sword in the air experimentally. His father was right. Two months ago, this sword felt like it weighed like a chair to him. Now, it was around the weight of a book. "Alright. Let's start," Sombra told his son. Sombra unsheathed his sword and held it in position. Phonyyx held his similarly.

The two spared for a few hours, with Sombra teaching Phonyyx different tactics for different situations.

One Month Later

King Sombra was sitting in his study, grazing through a book at random when Emerald walked with a saddened look on her face. On her back was something for the king. Something she wished she'd never have to ever give to him. It was Phonyyx's sword wrapped in his cloak, both bloodied. As she handed the two items to Sombra, she could see in his eyes the pain he was starting to feel. "I'm sorry Sombra. These were found in- in a field of a recent battle. The guards looked everywhere, but no sign of Phonyyx anywhere." Emerald Reed wrapped her hooves around Sombra to comfort him. She could feel his tears running down her back.

Over the next half year, Sombra kept up the appearance of a composed king for his subjects. But Emerald knew, and saw, better. Many nights she would find him sitting silently, alone in Phonyyx's empty room. Or whenever a conversation drifted to something that reminded him of Phonyyx, Sombra silently left the room and retreated into his chamber; not allowing anypony else in with him. He would wander the halls of the castle for entire nights.

But soon it was going to get much, much worse.

Sombra flipped through the ancient book, not caring about the burning in his eyes from the lack of sleep or how late at night it was. Deadly knowledge and dark powers were housed within it and he was about to unleash them. He stopped on a page about a summon. A demon that could bring back the dead. The required components Sombra needed were all within the castle.

After gathering and setting up the summon, Sombra got Phonyyx's sword and cloak. Sombra bent his horn down to the lines etched into the floor and began the summon. Black flames sprouted from each intersection of lines and a tear formed above the center.

"Hehehehehe," a demonic voice crackled outward from the tear. A gust of wind blew everything back but Sombra remained, unflinching. A pony-esque thing of shadows and decaying flesh came through the tear. It lifted a hoof up and forward but was sent back an inch by a protective barrier to keep it inside. Its jaw unhinged and an eyeball rolled around in its socket to face Sombra. It spoke slowly and its voice was raspy, but nothing moved. "I am Horux. You have granted me access to this world for a purpose. What is it you seek from me?"

"My name is King Sombra. I want you to bring back my son," Sombra demanded of the demon.

"Ahhh. But your son is not dead."

"Yes. He. Is. And you are going to bring him back. Right now." Sombra stepped menacingly closer.

"What you ask for is no simple task. You ask of me to rewrite history itself. To bring back that which has long since departed from this world. I require a... payment of equal value in return. The price is high."

"What is the price?" Sombra leered at the demon. Not in the mood for games and trickery.

"You have what I require for payment on you. If you agree I shall take it. But I will not tell you what it is that I shall take."

"Then take your payment and give me my son! NOW!" Sombra shouted at the demon. Sombra placed a hoof on and over the protective barrier. Horux smiled evilly and a tendril of flesh shot out from its hoof and wrapped itself around Sombra's hoof. Sombra didn't realize what happened until it was too late. Horux pulled Sombra completely on the inside of the barrier and started to crackle again. Sombra could feel the mental attacks of the demon, forcing images of how Phonyyx died into his head.

"Is this how your son died? Hehehehe." More tendrils wrapped abound Sombra, and when they retreated, left his body and mind utterly changed. A corruption had covered his entire body. And not just a physical corruption, a mental one too. It seeped its way into the depths of Sombra's mind and soul, tainting nearly every last part of him. "Hehahahahaa." Horux's laughter reverberated around the room and finally died in a second. Horux retreated through the tear. The tear closed and the black flames extinguished themselves.

Author's Note

Happy Father's Day everybody.

Oh, and don't worry about how it seems to end on a downer note, this is just the beginning of an arc for Sombra. It's finally time for him and Phonyyx to bend their broken bond.